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Warrants (Tables)

6 Months Ended

Jun. 30, 2021

Equity [Abstract]

Fair Value Measurement Inputs and Valuation Techniques of Warrants

The fair values of warrants granted in 2021 were estimated based on the Black-Scholes option pricing model using the weighted-average significant unobservable inputs (Level 3 inputs) as follows:

			2021
Risk-free interest rate			0.36% - 0.92%
Exercise price			$1.00-$290.00
Expected term			3-5 years
Expected volatility			45.0% - 50.8%

On the date of exercise, the fair value of these warrants was estimated based on a Black-Scholes option pricing model using the weighted-average significant unobservable inputs (Level 3 inputs) as follows:

Risk-free interest rate			0.16% -0.19%
Exercise price			$1.00- $36.74
Expected term			2-3 years
Expected volatility			35.1% - 45.0%

Schedule of Stockholders' Equity Note, Warrants or Rights

During the six months ended June 30, 2021, Alclear issued the following warrants for Class B redeemable capital units as follows:

			Number of Units						Weighted-average exercise price
Liability awards			1,000						$	1.00
Equity awards			114,797						$	194.85

Prior to the Reorganization, during the six months ended June 30, 2021, certain warrant holders exercised their warrants for Class B redeemable capital units as follows:

			Number of Warrants						Weighted-average exercise price
Liability awards			70,000						$	36.74
Equity awards			3,400						$	1.00

The following warrants were outstanding as of June 30, 2021:

			Classification						Number of Warrants						Weighted-Average Exercise Price						Weighted average Remaining Contractual Term (years)
Exercisable for Class A common stock			Equity awards						7,674,502						$	0.01					1.3
Exercisable for Alclear Units			Equity awards						968,043						$	0.01					3.2

The Company recorded the following within general and administrative expense in the condensed consolidated statements of operations:

			Three Months Ended												Six Months Ended
			June 30, 2021						June 30, 2020						June 30, 2021						June 30, 2020
Liability awards			$	10,903					$	—					$	12,796					$	—
Equity awards			1,643						132						1,922						1,564
Total			$	12,546					$	132					$	14,718					$	1,564

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- References

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- Definition

Tabular disclosure of input and valuation technique used to measure fair value and change in valuation approach and technique for each separate class of asset and liability measured on recurring and nonrecurring basis.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 820
-SubTopic 10
-Section 50
-Paragraph 2
-Subparagraph (bbb)
-URI http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258

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- Definition

Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 718
-SubTopic 10
-Section 50
-Paragraph 1
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 50
-Section S99
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6784392&loc=d3e188667-122775

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