XML 20 R10.htm IDEA: XBRL DOCUMENT v3.25.1
Fair Value Measurements
 3 Months Ended
Mar. 31, 2025
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
Cash equivalents, term deposits, corporate debt securities, U.S. government and agency securities, payment-dependent notes receivable, payment-dependent notes payable, and warrant liabilities are stated at fair value on a recurring basis. Cash, restricted cash, accounts receivable, accounts payable, and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time these financial instruments are held to the expected receipt or payment date.
The Company classifies cash equivalents, including money market funds and U.S. government treasury bills, within Level 1 of the fair value hierarchy because the Company values these instruments using quoted market prices. The Company classifies term deposits, corporate debt securities, and U.S. government and agency securities as Level 2 of the fair value hierarchy because these investments are valued using observable market inputs without quoted market prices. The Company classifies the December 2023 Warrants (as defined herein) within Level 2 of the fair value hierarchy as these warrants are valued using a Black-Scholes option-pricing model which uses observable inputs. Assumptions in the model include, but are not limited to, risk-free interest rate, expected volatility of the Company's stock price, expected term and expected dividend yield. The Company classifies Payment-dependent notes receivable and payable and its Private Placement Warrants (as defined herein) as Level 3 of the fair value hierarchy as the fair value measurements are based on valuation techniques that use significant inputs that are unobservable which are described in more detail below.
The following tables present the fair value hierarchy for assets and liabilities measured at fair value on a recurring basis (in thousands):
As of March 31, 2025
Level 1Level 2Level 3Total
Cash and cash equivalents:
Money market funds$24,338 $— $— $24,338 
Corporate debt securities— 10,747 — 10,747 
U.S. government securities— 2,993 — 2,993 
U.S. government agency bonds— 2,747 — 2,747 
Term deposits (less than 90 days)— 6,771 — 6,771 
Payment-dependent notes receivable— — 7,433 7,433 
Short term investments:
Corporate debt securities— 6,849 — 6,849 
U.S. government securities— 12,160 — 12,160 
U.S. government agency bonds— 2,499 — 2,499 
Term deposits(1)
— 1,075 — 1,075 
Total financial assets$24,338 $45,841 $7,433 $77,612 
Payment-dependent notes payable$— $— $7,433 $7,433 
December 2023 Warrants— 1 — 1 
Total financial liabilities$— $1 $7,433 $7,434 
As of December 31, 2024
Level 1Level 2Level 3Total
Cash and cash equivalents:
Money market funds$56,300 $— $— $56,300 
U.S. government securities21,482 — — 21,482 
Term deposits (less than 90 days)— 7,306 — 7,306 
Payment-dependent notes receivable— — 7,412 7,412 
Term deposits(1)
— 1,068 — 1,068 
Total financial assets$77,782 $8,374 $7,412 $93,568 
Payment-dependent notes payable$— $— $7,412 $7,412 
December 2023 Warrants— 45 — 45 
Private Placement Warrants— — 147 147 
Total financial liabilities$— $45 $7,559 $7,604 

(1) Included in prepaid expenses and other current assets on the unaudited condensed consolidated balance sheets as of March 31, 2025 and December 31, 2024.

Payment-Dependent Notes Receivable and Payment-Dependent Notes Payable

The Company classifies payment-dependent notes receivable and payment-dependent notes payable within Level 3 of the fair value hierarchy if the underlying securities are equity of private companies whose regular financial and nonfinancial information is generally not available other than when it is publicly disclosed, or significant unobservable inputs are used to estimate fair value.
The Company estimates the fair value of payment-dependent notes receivable and payment-dependent notes payable utilizing market data and completed transactions made through the Company’s platform for the relevant private securities as well as mutual fund valuations of private companies as relevant data inputs.

Private Placement Warrants

The Company classifies the Private Placement Warrants within Level 3 due to the valuation technique used to estimate fair value. A Monte Carlo simulation model was used to estimate fair value as of March 31, 2025 and December 31, 2024, respectively.

The Company estimated the fair value of the Private Placement Warrant liabilities as of March 31, 2025 and December 31, 2024, respectively, using the following key assumptions:
As of March 31,
2025		As of December 31,
2024
Fair value of underlying securities$0.56 $0.93 
Expected term (years)2.0 2.2 
Expected volatility85.0 %82.5 %
Risk-free interest rate3.9 %4.3 %
Expected dividend yield— %— %
Fair value per warrant$— $0.02 

The Company recorded changes in the fair value of the Private Placement Warrants as follows (in thousands):
For the three months ended March 31,
20252024
Balance, January 1$147 $4,727 
Change in fair value of warrant liability(1)
(147)(1,625)
Balance, March 31$— $3,102 

(1) The change in fair value of warrant liability is recorded in the unaudited condensed consolidated statement of operations within Gain (loss) from change in fair value of warrant liabilities.

Transfers Into and Out of Level 3
The Company transfers financial instruments out of Level 3 on the date when underlying input parameters are readily observable from active markets with or without quoted market prices.
For Payment-dependent notes receivable and payable, transfers from Level 3 to Level 1 generally relate to a company going public and listing on a national securities exchange. During the periods presented, there were no transfers of payment-dependent notes receivable and payable into or out of Level 3.
The following table provides a reconciliation for all financial assets and liabilities measured at fair value using significant unobservable inputs (Level 3) for the three months ended March 31, 2025 and 2024 (in thousands):

Total Level 3 Financial AssetsTotal Level 3 Financial Liabilities
Balance as of December 31, 2024$7,412 7,559 
Change in fair value of payment-dependent notes receivable21 — 
Change in fair value of Private Placement Warrants — (147)
Change in fair value of payment-dependent notes payable— 21 
Balance as of March 31, 2025$7,433 $7,433 


Total Level 3 Financial AssetsTotal Level 3 Financial Liabilities
Balance as of December 31, 2023$5,593 $10,320 
Change in fair value of payment-dependent notes receivable643 — 
Change in fair value of Private Placement Warrants— (1,625)
Change in fair value of payment-dependent notes payable— 643 
Balance as of March 31, 2024$6,236 $9,338