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FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended | 12 Months Ended
--- | --- | ---
Sep. 30, 2022 | Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] |  |
Summary of changes in the fair value of the Company's Level 3 financial instruments that are measured at fair value | A reconciliation of the level 3 financial instruments as of September 30, 2022 is as follows (in thousands):
Fair value of level 3 financial instruments as of December 31, 2021 |  | $ | 7,364 |
Payments to CVR holders |  |  | (2,505 | )
Fair value adjustments to contingent liabilities |  |  | (487 | )
Contingent liabilities from xCella asset acquisition |  |  | 1,440 |
Fair value of level 3 financial instruments as of September 30, 2022 |  | $ | 5,812 |
| A reconciliation of the level 3 financial instruments as of December 31, 2021 and 2020 is as follows (in thousands):
Fair value of level 3 financial instruments as of January 1, 2020 |  | $ | 2,659 |
Payments to CVR holders and other contingent payments |  |  | (2,325 | )
Fair value adjustments to contingent liabilities |  |  | 2,070 |
Contingent liabilities from Icagen acquisition |  |  | 4,800 |
Fair value of level 3 financial instruments as of December 31, 2020 |  | $ | 7,204 |
Payments on contingent liabilities |  |  | (1,770 | )
Fair value adjustments to contingent liabilities |  |  | 1,210 |
Contingent liabilities from xCella asset acquisition (1) |  |  | 720 |
|  | $ | 7,364 |
(1) | The xCella contingent liabilities is determined when the contingency is resolved and the consideration becomes payable. Management concluded that no earnout liability would be recognized at the acquisition date in September 2020. During the year ended December 31, 2021, management paid $0.7 million of
| earnout liability to be allocated to the cost of the acquired assets due to contingencies being met as part of the acquisition agreement.
Summary of the hierarchy for liabilities measured at fair value | The following table presents the hierarchy for our liabilities measured at fair value (in thousands):
|  | September 30, 2022 |  |  | December 31, 2021 |
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
Liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Icagen contingent liabilities (1) |  | $ | — |  |  | $ | — |  |  | $ | 5,332 |  |  | $ | 5,332 |  |  | $ | — |  |  | $ | — |  |  | $ | 7,364 |  |  | $ | 7,364 |
xCella contingent liabilities (2) |  |  | — |  |  |  | — |  |  |  | 480 |  |  |  | 480 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Total liabilities |  | $ | — |  |  | $ | — |  |  | $ | 5,812 |  |  | $ | 5,812 |  |  | $ | — |  |  | $ | — |  |  | $ | 7,364 |  |  | $ | 7,364 |
1. | The fair value of Icagen contingent liabilities was determined using a probability weighted income approach. Most of the contingent payments are based on certain revenue milestones as defined in the asset purchase agreement with Icagen. The fair value is subjective and is affected by changes in inputs to the valuation model including management’s estimates regarding the timing and probability of achievement of
| certain developmental and regulatory milestones. During the year ended December 31, 2021, we paid $1.1 million towards the contingent liability based on revenue milestones to former Icagen shareholders. During the nine months ended September 30, 2022, we paid $1.5 million towards the contingent liability based on revenue milestones to former Icagen shareholders.
2. | The xCella contingent liability is determined when the contingency is resolved and the consideration becomes payable. Management concluded that no earnout liability would be recognized at the acquisition date in September 2020. During the year ended December 31, 2021, we paid $0.7 million towards the contingent liability based on revenue milestones to former xCella shareholders. During the nine months ended September 30, 2022, we paid $1.0 million towards the contingent liability based on revenue milestones to former xCella shareholders.
| The following table presents the hierarchy for our liabilities measured at fair value (in thousands):
|  | December 31, 2021 |  |  | December 31, 2020 |
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
Liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Crystal contingent liabilities (1) |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 800 |  |  | $ | 800 |
Icagen contingent liabilities (2) |  |  | — |  |  |  | — |  |  |  | 7,364 |  |  |  | 7,364 |  |  |  | — |  |  |  | — |  |  |  | 6,404 |  |  |  | 6,404 |
Total liabilities |  | $ | — |  |  | $ | — |  |  | $ | 7,364 |  |  | $ | 7,364 |  |  | $ | — |  |  | $ | — |  |  | $ | 7,204 |  |  | $ | 7,204 |
(1) | We acquired Crystal Bioscience in October 2017. The fair value of Crystal contingent liabilities was determined using a probability weighted income approach. Most of the contingent payments are based on development or regulatory milestones as defined in the merger agreement with Crystal. The fair value is subjective and is affected by changes in inputs to the valuation model including management’s estimates regarding the timing and probability of achievement of certain developmental and regulatory milestones.
| Changes in these estimates may materially affect the fair value. During the year ended December 31, 2020, we paid $1.8 million contingent liability on development milestones to former Crystal shareholders. During the year ended December 31, 2021, we made no payments former Crystal shareholders for contingent liability on development milestones.
(2) | The fair value of Icagen contingent liabilities was determined using a probability weighted income approach. Most of the contingent payments are based on certain revenue milestones as defined in the asset purchase agreement with Icagen. The fair value is subjective and is affected by changes in inputs to the valuation model including management’s estimates regarding the timing and probability of achievement of certain developmental and regulatory milestones. Changes in these estimates may materially affect the fair value. During the year ended December 31, 2020, we paid $0.5 million contingent liability based on revenue milestones to former Icagen shareholders. During the year ended December 31, 2021, we paid $1.1 million contingent liability based on revenue milestones to former Icagen shareholders.
Avista Public Acquisition Corp. II [Member] |  |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] |  |
Summary of company's financial assets and liabilities that are measured at fair value on a recurring basis |
Description |  | Amount at Fair Value |  |  | Level 1 |  |  | Level 2 |  |  | Level 3 |
September 30, 2022 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Assets |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Investments held in Trust Account |  | $ | 237,188,875 |  |  | $ | 237,188,875 |  |  | $ | — |  |  | $ | — |
Liabilities |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Derivative liability - Forward Purchase and Backstop Securities |  | $ | 1,595,500 |  |  | $ | — |  |  | $ | — |  |  | $ | 1,595,500 |
Summary of significant inputs to the valuation for the Forward Purchase and Backstop Securities liability |
|  | As of March 23, 2022 (Initial Measurement) |
Fair value of Forward Purchase and Backstop Securities |  | $ | 10.34 |
Present value of Forward Purchase and Backstop Securities |  | $ | 10.00 |
Time to Business Combination (years) |  |  | 0.52 |
Risk-free rate |  |  | 0.95 | %
Discount factor |  |  | 99.50 | %
Expected redemption rate |  |  | 85.00 | %
Probability of completing an initial Business Combination |  |  | 32.50 | %
Fair value of Forward Purchase and Backstop Securities |  | $ | 448,380 |
|  | At September 30, 2022 |
Fair value of Forward Purchase and Backstop Securities |  | $ | 10.20 |
Present value of Forward Purchase and Backstop Securities |  | $ | 10.00 |
Time to Business Combination (years) |  |  | 0.08 |
Risk-free rate |  |  | 2.80 | %
Discount factor |  |  | 99.80 | %
Expected redemption rate |  |  | 85.00 | %
Probability of completing an initial Business Combination |  |  | 50.00 | %
Fair value of Forward Purchase and Backstop Securities |  | $ | 1,595,500 |
Summary of changes in the fair value of the Company's Level 3 financial instruments that are measured at fair value |
Fair value as of December 31, 2021 |  | $ | — |
Initial measurement as of March 23, 2022 |  |  | 448,380 |
Change in fair value |  |  | 591,310 |
Fair value as of March 31, 2022 |  |  | 1,039,690 |
Change in fair value |  |  | (656,300 | )
Fair value as of June 30, 2022 |  |  | 383,390 |
Change in fair value |  |  | 1,212,110 |
Fair value as of September 30, 2022 |  | $ | 1,595,500 |

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