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FAIR VALUE MEASUREMENTS | 12 Months Ended
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Dec. 31, 2019
Fair Value Disclosures [Abstract] |
FAIR VALUE MEASUREMENTS | 2. FAIR VALUE MEASUREMENTS Cash Equivalents and Marketable Securities Cash equivalents, restricted cash and marketable securities by security type at December 31, 2019 were as follows:
|  |  |  |  |  | Gross |  |  | Gross |  |  |  |  |
|  | Amortized |  |  | Unrealized |  |  | Unrealized |  |  | Estimated |
(In thousands) |  | Cost |  |  | Gains |  |  | Losses |  |  | Fair Value |
Included in cash and cash equivalents: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Money market funds |  | $ | 6,671 |  |  | $ | — |  |  | $ | — |  |  | $ | 6,671 |
Commercial paper |  |  | 3,990 |  |  |  | — |  |  |  | — |  |  |  | 3,990 |
|  | $ | 10,661 |  |  | $ | — |  |  | $ | — |  |  | $ | 10,661 |
Restricted cash: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Certificate of deposit |  | $ | 270 |  |  | $ | — |  |  | $ | — |  |  | $ | 270 |
Marketable securities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Government-sponsored enterprise securities (due in less than one year) |  | $ | 6,506 |  |  | $ | 6 |  |  | $ | — |  |  | $ | 6,512 |
Government-sponsored enterprise securities (due in one to two years) |  |  | 6,999 |  |  |  | 1 |  |  |  | — |  |  |  | 7,000 |
Commercial paper (due in less than one year) |  |  | 40,110 |  |  |  | 33 |  |  |  | (3 | ) |  |  | 40,140 |
Corporate notes (due in less than one year) |  |  | 78,926 |  |  |  | 116 |  |  |  | (13 | ) |  |  | 79,029 |
Corporate notes (due in one to two years) |  |  | 12,659 |  |  |  | 1 |  |  |  | (9 | ) |  |  | 12,651 |
|  | $ | 145,200 |  |  | $ | 157 |  |  | $ | (25 | ) |  | $ | 145,332 |
Cash equivalents, restricted cash and marketable securities by security type at December 31, 2018 were as follows:
|  |  |  |  |  | Gross |  |  | Gross |  |  |  |  |
|  | Amortized |  |  | Unrealized |  |  | Unrealized |  |  | Estimated |
(In thousands) |  | Cost |  |  | Gains |  |  | Losses |  |  | Fair Value |
Included in cash and cash equivalents: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Money market funds |  | $ | 7,003 |  |  | $ | — |  |  | $ | — |  |  | $ | 7,003 |
Restricted cash: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Certificate of deposit |  | $ | 269 |  |  | $ | — |  |  | $ | — |  |  | $ | 269 |
Marketable securities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial paper (due in less than one year) |  | $ | 57,594 |  |  | $ | 22 |  |  | $ | (29 | ) |  | $ | 57,587 |
Corporate notes (due in less than one year) |  |  | 95,238 |  |  |  | 7 |  |  |  | (118 | ) |  |  | 95,127 |
Corporate notes (due in one to two years) |  |  | 18,647 |  |  |  | — |  |  |  | (65 | ) |  |  | 18,582 |
|  | $ | 171,479 |  |  | $ | 29 |  |  | $ | (212 | ) |  | $ | 171,296 |
Cash equivalents and marketable securities with unrealized losses that have been in a continuous unrealized loss position for less than 12 months and 12 months or longer at December 31, 2019 and 2018 were as follows:
|  | Less Than 12 Months |  |  | 12 Months or Greater |  |  | Total |
|  |  |  |  |  | Gross |  |  |  |  |  |  | Gross |  |  |  |  |  |  | Gross |
|  | Estimated |  |  | Unrealized |  |  | Estimated |  |  | Unrealized |  |  | Estimated |  |  | Unrealized |
(In thousands) |  | Fair Value |  |  | Losses |  |  | Fair Value |  |  | Losses |  |  | Fair Value |  |  | Losses |
As of December 31, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial paper (due in less than one year) |  | $ | 8,571 |  |  | $ | (3 | ) |  | $ | — |  |  | $ | — |  |  | $ | 8,571 |  |  | $ | (3 | )
Corporate notes (due in less than one year) |  |  | 26,082 |  |  |  | (13 | ) |  |  | — |  |  |  | — |  |  |  | 26,082 |  |  |  | (13 | )
Corporate notes (due in one to two years) |  |  | 11,624 |  |  |  | (9 | ) |  |  | — |  |  |  | — |  |  |  | 11,624 |  |  |  | (9 | )
|  | $ | 46,277 |  |  | $ | (25 | ) |  | $ | — |  |  | $ | — |  |  | $ | 46,277 |  |  | $ | (25 | )
As of December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Commercial paper (due in less than one year) |  | $ | 22,628 |  |  | $ | (29 | ) |  | $ | — |  |  | $ | — |  |  | $ | 22,628 |  |  | $ | (29 | )
Corporate notes (due in less than one year) |  |  | 66,557 |  |  |  | (82 | ) |  |  | 14,221 |  |  |  | (36 | ) |  |  | 80,778 |  |  |  | (118 | )
Corporate notes (due in one to two years) |  |  | 18,582 |  |  |  | (65 | ) |  |  | — |  |  |  | — |  |  |  | 18,582 |  |  |  | (65 | )
|  | $ | 107,767 |  |  | $ | (176 | ) |  | $ | 14,221 |  |  | $ | (36 | ) |  | $ | 121,988 |  |  | $ | (212 | )
The gross unrealized losses related to commercial paper and corporate notes as of December 31, 2019 and 2018 were due to changes in interest rates. We determined that the gross unrealized losses on our cash equivalents and marketable securities as of December 31, 2019 and 2018 were temporary in nature. We review our investments quarterly to identify and evaluate whether any investments have indications of possible impairment. Factors considered in determining whether a loss is temporary include the length of time and extent to which the fair value has been less than the cost basis and whether we intend to sell the security or whether it is more likely than not that we would be required to sell the security before recovery of the amortized cost basis. We currently do not intend to sell these securities before recovery of their amortized cost bases. Fair Value on a Recurring Basis We categorize financial instruments recorded at fair value on our balance sheets based upon the level of judgment associated with inputs used to measure their fair value. The categories are as follows:
| Level 1 | — | Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. An active market for the asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
| Level 2 | — | Inputs (other than quoted market prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life.
| Level 3 | — | Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.
A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Below is a description of the valuation methodologies used for financial instruments measured at fair value on our balance sheets, including the category for such financial instruments. Money market funds are categorized as Level 1 within the fair value hierarchy as their fair values are based on quoted prices available in active markets. U.S. government‑sponsored enterprise securities, commercial paper, corporate notes and equity investments are categorized as Level 2 within the fair value hierarchy as their fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. The following table presents information about our financial instruments that are measured at fair value on a recurring basis as of December 31, 2019 and 2018 and indicates the fair value category assigned.
|  | Fair Value Measurements at Reporting Date Using |
|  | Quoted Prices in |  |  |  |  |  |  | Significant |  |  |  |  |
|  | Active Markets for |  |  | Significant Other |  |  | Unobservable |  |  |  |  |
|  | Identical Assets |  |  | Observable Inputs |  |  | Inputs |  |  |  |  |
(In thousands) |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
As of December 31, 2019: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Money market funds(1) |  | $ | 6,671 |  |  | $ | — |  |  | $ | — |  |  | $ | 6,671 |
Government-sponsored enterprise securities(2)(3) |  |  | — |  |  |  | 13,512 |  |  |  | — |  |  |  | 13,512 |
Commercial paper(1)(2) |  |  | — |  |  |  | 44,130 |  |  |  | — |  |  |  | 44,130 |
Corporate notes(2)(3) |  |  | — |  |  |  | 91,680 |  |  |  | — |  |  |  | 91,680 |
Equity investment(4) |  |  | — |  |  |  | 389 |  |  |  | — |  |  |  | 389 |
Total |  | $ | 6,671 |  |  | $ | 149,711 |  |  | $ | — |  |  | $ | 156,382 |
As of December 31, 2018: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Money market funds(1) |  | $ | 7,003 |  |  | $ | — |  |  | $ | — |  |  | $ | 7,003 |
Commercial paper(2) |  |  | — |  |  |  | 57,587 |  |  |  | — |  |  |  | 57,587 |
Corporate notes(2)(3) |  |  | — |  |  |  | 113,709 |  |  |  | — |  |  |  | 113,709 |
Equity investment(4) |  |  | — |  |  |  | 585 |  |  |  | — |  |  |  | 585 |
Total |  | $ | 7,003 |  |  | $ | 171,881 |  |  | $ | — |  |  | $ | 178,884 |
(1) | Included in cash and cash equivalents on our balance sheets.
(2) | Included in current portion of marketable securities on our balance sheets.
(3) | Included in noncurrent portion of marketable securities on our balance sheets.
(4) | Included in deposits and other assets on our balance sheets. See “Equity Investment” in this Note 2 for further discussion of this equity investment.
Equity Investment In December 2007, we received 13,842,625 ordinary shares in Sienna in connection with a license we granted to them for our human telomerase reverse transcriptase, or hTERT, technology for use in human diagnostics. Upon receipt, the shares were recorded at a zero cost basis under the cost method of accounting. On August 3, 2017, Sienna became a publicly traded company on the Australian Securities Exchange Limited, or ASX, under the ticker symbol SDX. In connection with Sienna’s initial public offering under Australian securities regulations, we signed a 24-month trading restriction from the effective date of Sienna’s listing on the ASX. Due to this trading restriction, under the cost method of accounting, we maintained a zero cost basis for our shares in Sienna as of December 31, 2017. With the adoption of ASU 2016-01 and ASU 2018-03 on January 1, 2018, our equity investment in Sienna must be reported at fair value at each reporting date and any resulting change in fair value is recognized in our statements of operations. As of December 31, 2019, the fair value of our shares in Sienna was $389,000. For the years ended December 31, 2019 and 2018, we recognized a decrease in fair value of equity investment of $195,000 and $541,000, respectively, related to observable price changes. For the years ended December 31, 2019 and 2018, we also recognized losses of $1,000 and $63,000, respectively, related to foreign currency translation, which are included in other expense in our statements of operations. Credit Risk We currently place our cash, restricted cash, cash equivalents and marketable securities with four financial institutions in the United States. Generally, these deposits may be redeemed upon demand and therefore, bear minimal risk. Deposits with banks may exceed the amount of insurance provided on such deposits. Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash equivalents and marketable securities. Cash equivalents and marketable securities currently consist of money market funds, U.S. government-sponsored enterprise securities, commercial paper and corporate notes. Our investment policy, approved by the audit committee of our board of directors, limits the amount we may invest in any one type of investment issuer, thereby reducing credit risk concentrations.

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- 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. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258 + Details
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