Annual report pursuant to Section 13 and 15(d)

Fair Value Measurements (Tables)

v3.24.1
Fair Value Measurements (Tables)
12 Months Ended
Dec. 31, 2023
Fair Value Disclosures [Abstract]  
Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis
The following table summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis as required by ASC 820, by level, within the fair value hierarchy as of December 31, 2023 and 2022 (in thousands):
December 31, 2023
Fair Value Level 1 Level 2 Level 3
Liability
Contingent earnout shares liability $ 41  $ —  $ —  $ 41 
Derivative liability, current $ 860  $ —  $ —  $ 860 
Convertible debt, current $ 16,052  $ —  $ —  $ 16,052 
Derivative liability, non-current $ 25,919  $ —  $ —  $ 25,919 
Warrant liability, non-current $ 17,390  $ —  $ 17,390  $ — 
December 31, 2022
Fair Value Level 1 Level 2 Level 3
Liability
Contingent earnout shares liability $ 3,013  $ —  $ —  $ 3,013 
Warrant liability $ 17,171  $ —  $ 17,171  $ — 
Schedule of Fair Value of the Initial Loans Based on Assumptions The Company estimated the fair value of the August and September Initial Loans, as defined in Note 9, based on assumptions used in the Monte Carlo simulation model using the following inputs as of the end of the reporting period:
August Convertible Debenture September Convertible Debenture
Expected term (in years) 0.75 0.90
Stock price $ 0.26  $ 0.26 
Interest rate 3.0  % 3.0  %
Expected volatility 121.3  % 121.0  %
Expected dividend rate —  — 
Risk free rate 5.0  % 4.8  %
The following table summarizes the Company’s total stock-based compensation expense by line item for the years ended December 31, 2023 and 2022 (in thousands):
Year Ended December 31,
2023 2022
Research and development $ 6,711  $ 31,083 
Selling, general and administrative 23,495  48,490 
Total
$ 30,206  $ 79,573 
The fair value of the warrants at the issuance date was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows:
Expected term (years) 10.0
Risk free interest rate 3.0  %
Expected volatility 91.3  %
Dividend yield —  %
Exercise price $ 2.15 
Stock price $ 3.63 
The fair value of the warrants at the expiration of the option period was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows:
Expected term (years) 0.9
Expected volatility 116.4  %
Dividend yield —  %
Risk free rate 4.7  %
Estimated fair value per warrant $ 0.57 
Exercise price $ 1.05 
Stock price $ 1.20 
        
The fair value of the warrants was measured using the Black-Scholes-Merton option pricing model. The key inputs used in the valuation were as follows:
Expected term (years) 4.6
Expected volatility 121.7  %
Expected dividend rate —  %
Risk free rate 3.8  %
Estimated fair value per warrant $ 0.16 
Exercise price $ 1.30 
Stock price $ 0.26 
The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows:

Expected term (years) 5.0
Expected volatility 121.7  %
Expected dividend rate —  %
Risk free rate 3.8  %
Estimated fair value per warrant $ 0.19 
Exercise price $ 0.67 
Stock price $ 0.26 
The warrants are liability classified and subject to periodic remeasurement. The fair value of the warrants was measured using the Black-Scholes option pricing model. The key inputs used in the valuation were as follows:

Expected term (years) 4.8
Expected volatility 121.7  %
Expected dividend rate —  %
Risk free rate 3.8  %
Estimated fair value per warrant $ 0.19 
Stock Price $ 0.26 
Exercise Price $ 0.65 
The key inputs used in the valuation were as follows:
Expected term (years) 5.1
Expected volatility 121.7  %
Expected dividend rate —  %
Risk free rate 3.8  %
Estimated fair value per warrant $ 0.19 
Exercise price $ 0.67 
Stock price $ 0.26 
The key inputs used in the valuation on October 5, 2023 were as follows:
July Convertible Debenture August Convertible Debenture September Convertible Debenture
Expected term (years) 4.7 4.8 5.0
Expected volatility 108.0  % 108.0  % 108.0  %
Expected dividend rate —  % —  % —  %
Risk free rate 4.6  % 4.6  % 4.6  %
Estimated fair value per warrant $ 0.34  $ 0.34  $ 0.34 
Exercise price $ 0.54  $ 0.54  $ 0.54 
Stock price $ 0.44  $ 0.44  $ 0.44 
The key inputs used in the valuation were as follows:
Expected term (years) 4.8
Risk free rate 3.8  %
Expected volatility 121.7  %
Expected dividend rate —  %
Exercise price $ 0.56 
Stock price $ 0.26 
Estimated fair value per warrant $ 0.19 
Schedule of Fair Value of Convertible Debt and Earnout Shares Liability
Following is a summary of the change in fair value of the Convertible debt accounted for under the fair value option for the years ended December 31, 2023 and 2022 (in thousands).
Year Ended December 31,
Convertible Debt 2023 2022
Beginning fair value $ —  $ — 
Addition during the year 71,438  — 
Payments during the year (48,533) — 
Change in fair value during the year (6,853) — 
Ending fair value $ 16,052  $ — 
Following is a summary of the change in fair value of the Earnout Shares liability for the years ended December 31, 2023 and 2022 (in thousands).
Year Ended December 31,
Earnout Shares Liability 2023 2022
Beginning fair value $ 3,013  $ 29,057 
Change in fair value during the year (2,972) (26,044)
Ending fair value $ 41  $ 3,013 
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation
Year Ended December 31,
Derivative liability 2023 2022
Beginning fair value $ —  $ — 
Addition during the year 38,427  — 
Change in fair value during the year (10,874) — 
Derecognition of liability upon extinguishment of convertible debt (774) — 
Ending fair value $ 26,779  $ — 
Year Ended December 31,
Derivative asset 2023 2022
Beginning fair value $ —  $ — 
Addition during the year 5,966  — 
Change in fair value during the year (5,966) — 
Ending fair value —  —