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Fair Value Measurements
12 Months Ended
Dec. 31, 2021
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS

NOTE 9. FAIR VALUE MEASUREMENTS 

 

The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:

 

  Level 1:  Quoted prices in active markets for identical assets or liabilities. An active market for an 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: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.
     
  Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.

 

The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2021, and December 31, 2020, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value.

 

Description  December 31,
2021
   Quoted
Prices
in Active
Markets
(Level 1)
   Significant
Other
Observable
Inputs
(Level 2)
   Significant
Other
Unobservable
Inputs
(Level 3)
 
Assets:                
Cash and marketable securities held in Trust Account  $175,109,162   $175,109,162   $
   $
 
Liabilities:                    
Warrant Liability – Public Warrants  $5,600,000   $5,600,000   $
   $
 
                     
Warrant Liability – Private Placement Warrants  $3,937,845   $
   $
   $3,937,845 

 

Description  December 31,
2020
   Quoted
Prices
in Active
Markets
(Level 1)
   Significant
Other
Observable
Inputs
(Level 2)
   Significant
Other
Unobservable
Inputs
(Level 3)
 
Assets:                
Cash and marketable securities held in Trust Account  $175,040,510   $ 175,040,510   $
   $
 
                     
Liabilities:                    
Warrant Liability – Public Warrants  $8,925,000   $
   $
   $8,925,000 
                     
Warrant Liability – Private Placement Warrants  $6,273,000   $
   $
   $6,273,000 

 

Cash included in the tables above is not material.

 

The Warrants were accounted for as liabilities in accordance with ASC 815-40 and are presented within derivative warrant liabilities on the Company’s balance sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the statements of operations.

 

The Private Warrants were valued using a Monte Carlo simulation model, which is considered to be a Level 3 fair value measurement due to the use of unobservable inputs. Inherent in a binomial options pricing model are assumptions related to expected share-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its common stock based on historical volatility that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero. However, inherent uncertainties are involved. If factors or assumptions change, the estimated fair values could be materially different.

 

The primary significant unobservable input used in the fair value measurement of the Company’s private warrants is the expected volatility of the common stock. Significant increases (decreases) in the expected volatility in isolation of would result in significantly higher (lower) fair value measurement. In determining the expected volatility, the Company derived the expected volatility from observable public warrant pricing on comparable “blank-check” companies.

 

A Monte Carlo simulation model was used in estimating the fair value of the Public Warrants for periods where no observable traded price was available, using the expected volatility as was used in measuring the fair value of the Private Warrants. The subsequent measurement of the Public Warrants as of December 31, 2021 is classified as Level 1 due to the use of an observable market quote in an active market under the ticker PMVC.WT.

 

The aforementioned warrant liabilities are not subject to qualified hedge accounting.

 

The following table provides quantitative information regarding Level 3 fair value measurements:

 

   As of
December 31,
2021
   As of
December 31,
2020
 
Stock price  $9.83   $9.49 
Strike price  $11.50   $11.50 
Term (in years)   5.0    5.0 
Volatility   13.67%   25.00%
Risk-free rate   0.71%   0.54%
Dividend yield   0.00%   0.00%
Probability of completing a Business Combination   70.00%   70.00%

 

Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period. There were no transfers between levels for the year ended December 31, 2021 other than the transfer of the Public Warrants from Level 3 to Level 1. This change was a result of increased trading volume and history on the Public Warrants to appropriately be classified as Level 1.

 

The change in fair value of the derivative warrant liabilities measured with Level 3 inputs for the years ended December 31, 2021 and December 31, 2020 is summarized as follows:

 

    Private
Warrants
    Public
Warrants
    Total  
Fair value as of March 18, 2020 (inception)   $
    $
    $
 
Initial measurement on September 30, 2020, Level 3 Inputs(1)     6,027,000       8,837,500       14,864,500  
Change in fair value recognized in earnings     246,000       87,500       333,500  
Derivative warrant liabilities – Level 3, at December 31, 2020     6,273,000       8,925,000       15,198,000  
Change in fair value recognized in earnings     61,500       175,000       236,500  
Derivative warrant liabilities – Level 3, at March 31, 2021     6,334,500       9,100,000       15,434,500  
Change in fair value recognized in earnings     (793,965 )     (1,137,500 )     (1,931,465 )
Derivative warrant liabilities – Level 3, at June 30, 2021     5,540,535       7,962,500       13,503,035  
Change in fair value recognized in earnings     (1,414,967 )     (2,033,500 )     (3,448,467 )
Derivative warrant liabilities – Level 3, at September 30, 2021     4,125,568       5,929,000       10,054,568  
Transfer of Public Warrants to Level 1    
      (5,929,000 )     (5,929,000 )
Change in fair value recognized in earnings     (187,723 )    
      (187,723 )
Fair value as of December 31, 2021   $ 3,937,845     $
    $ 3,937,845  

 

(1) There was no measurable difference in fair value between the date of our Initial Public Offering on September 24, 2020, and September 30, 2020.