FAIR VALUE OF FINANCIAL INSTRUMENTS

6 Months Ended

Jun. 30, 2022

Fair Value Disclosures [Abstract]

FAIR VALUE OF FINANCIAL INSTRUMENTS

5. FAIR VALUE OF FINANCIAL INSTRUMENTS

The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy:

	Fair Value Measurement at June 30, 2022
	Total		Level 1		Level 2		Level 3
Investment in term promissory note of Ault & Company, Inc. (“Ault & Company”) and other – a related party	$	2,770,000	$	-	$	-	$	2,770,000
Investment in common stock of Alzamend Neuro, Inc. (“Alzamend”) – a related party		8,845,000		8,845,000		-		-
Investments in marketable equity securities		17,467,000		17,467,000		-		-
Cash and marketable securities held in trust account		116,895,000		116,895,000		-		-
Investments in other equity securities		804,000		-		-		804,000
Total assets measured at fair value	$	146,781,000	$	143,207,000	$	-	$	3,574,000

	Fair Value Measurement at December 31, 2021
	Total		Level 1		Level 2		Level 3
Investment in term promissory note of Ault & Company and other – a related party	$	2,842,000	$	-	$	-	$	2,842,000
Investment in common stock of Alzamend – a related party		13,230,000		13,230,000		-		-
Investments in marketable equity securities		40,380,000		40,380,000		-		-
Cash and marketable securities held in trust account		116,725,000		116,725,000		-		-
Investments in other equity securities		9,215,000		-		-		9,215,000
Total assets measured at fair value	$	182,392,000	$	170,335,000	$	-	$	12,057,000

The Company assesses the inputs used to measure fair value using the three-tier hierarchy based on the extent to which inputs used in measuring fair value are observable in the market. For investments where little or no public market exists, management’s determination of fair value is based on the best available information which may incorporate management’s own assumptions and involves a significant degree of judgment, taking into consideration various factors including earnings history, financial condition, recent sales prices of the issuer’s securities and liquidity risks.

 The following table summarizes the changes in investments in other equity securities measured and carried at fair value on a recurring basis with the use of significant unobservable inputs (Level 3) for the six months ended June 30, 2022:

	Investments in other equity securities
Balance at January 1, 2022	$	9,215,000
Investment in preferred stock		2,550,000
Change in fair value of warrants		13,867,000
Conversion to marketable securities		(24,828,000	)
Balance at June 30, 2022	$	804,000

See Note 11 for the changes in investments in Ault & Company measured and carried at fair value on a recurring basis with the use of significant unobservable inputs (Level 3) during the three and six months ended June 30, 2022.

Other equity securities also include investments in entities that do not have a readily determinable fair value and do not report net asset value per share. These investments are accounted for using a measurement alternative under which they are measured at cost and adjusted for observable price changes and impairments. Observable price changes result from, among other things, equity transactions for the same issuer executed during the reporting period, including subsequent equity offerings or other reported equity transactions related to the same issuer. For these transactions to be considered observable price changes of the same issuer, the Company evaluates whether these transactions have similar rights and obligations, including voting rights, distribution preferences, conversion rights, and other factors, to the investments the Company holds. Any investments adjusted to their fair value by applying the measurement alternative are disclosed as nonrecurring fair value measurements, including the level in the fair value hierarchy that was used. As of June 30, 2022 and December 31, 2021, investments in other equity securities valued using a measurement alternative of $37.7 million and $21.3 million, respectively, are included in other equity securities in the accompanying condensed consolidated balance sheets.

The following table presents information on the assets measured at fair value on a nonrecurring basis by level within the fair value hierarchy as of June 30, 2022 and December 31, 2021. These investments were not measured due to an observable price change or impairment during the six months ended June 30, 2022.

	Fair Value Measurement Using
	Total		Quoted prices in active markets for identical assets   (Level 1)		Other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
As of June 30, 2022
Investments in other equity securities that do not report net asset value	$	37,691,000	$	-	$	-	$	37,691,000

	Fair Value Measurement Using
	Total		Quoted prices in active markets for identical assets (Level 1)		Other observable inputs (Level 2)		Significant unobservable inputs (Level 3)
As of December 31, 2021
Investments in other equity securities that do not report net asset value	$	21,241,000	$	-	$	-	$	21,241,000