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Fair Value Measurements

6 Months Ended

Jun. 30, 2023

The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis:


	June 30, 2023
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	814	$	814	$	—	$	—

Liabilities:
Executive Market Condition Awards	$	5,248	$	—	$	—	$	5,248
Common stock warrant liabilities	26,152		13,160		12,992		—
	$	31,400	$	13,160	$	12,992	$	5,248


	December 31, 2022
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	4,085	$	4,085	$	—	$	—

Liabilities:
Executive Market Condition Awards	$	4,129	$	—	$	—	$	4,129
Common stock warrant liabilities	17,933		9,024		8,909		—
	$	22,062	$	9,024	$	8,909	$	4,129

Money Market Funds

The Money Market Funds are classified within Level 1 as these securities are traded on an active public market.

Executive Market Condition Awards

The Market Condition Awards are liability-classified awards requiring fair value measurement at the end of each reporting period. See Note 9 for the inputs used to value the liability-classified award.

Common Stock Warrant Liabilities

The warrants were accounted for as a liability in accordance with ASC 815, Derivative and Hedging. The warrant liability was measured at fair value upon assumption and on a recurring basis, with changes in fair value presented in the consolidated statements of operations and comprehensive (loss) income.

The Company used Level 1 inputs for valuing the Public Warrants and Level 2 inputs for valuing the Private Warrants. The Private Warrants are substantially similar to the Public Warrants, but not directly traded or quoted on an active market.

The following table presents the changes in the fair value of the warrant liability:


	Public Warrants		Private Warrants		Total Warrant Liability
Fair value as of December 31, 2022	$	9,024	$	8,909	$	17,933
Change in fair value of warrant liability	4,136		4,083		8,219
Fair value as of June 30, 2023	$	13,160	$	12,992	$	26,152

- 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.

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