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6. INVESTMENTS | 12 Months Ended
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Sep. 30, 2023
Schedule of Investments [Abstract] |
INVESTMENTS | 6. INVESTMENTS As of September 30, 2023 and September 30, 2022, the Company had total investments of $3,423 and $3,566, respectively, that comprise of the following: International Land Alliance, Inc. On November 5, 2019, the Company entered in a binding Memorandum of Understanding (the “MOU”) with International Land Alliance, Inc. (“ILAL”), a Wyoming corporation, to lay a foundational framework where the Company will deploy its energy solutions products and services to ILAL, its energy projects, and its customers. In connection with the MOU, and to support the power and energy needs of ILAL's development and construction of certain projects, the Company entered into a Securities Purchase Agreement (“SPA”), dated as of November 6, 2019, with ILAL. Investment in Debt Securities (Preferred Stock) and related Embedded Derivative Asset Pursuant to the terms of the SPA with ILAL, the Company purchased 1,000 shares of Series B Preferred Stock of ILAL (the “Series B Preferred Stock”) for an aggregate purchase price of $500 (the “Stock Transaction”), less certain expenses and fees. The Series B Preferred Stock accrue cumulative in-kind accruals at a rate of 12% per annum and were redeemable on August 6, 2020. The Series B Preferred Stock can be converted into common stock at a variable rate (refer the discussion on embedded derivative assets below). This variable conversion ratio will increase by 10% with the occurrence of certain events. Since the investments were not redeemed on August 6, 2020, they are now redeemable at the Company`s option in cash or into common stock, based on the conversion ratio. The Series B Preferred Stock is recorded as an AFS debt security and is reported at its estimated fair value as of September 30, 2023. Any change in the fair values of AFS debt securities are reported net of income tax as an element of Other Comprehensive income. The Company accrued no interest (net of allowance) on our available-for-sale debt securities, as of September 30, 2023 and 2022, respectively. The fair value of our investment in debt securities is $726 and $610 as of September 30, 2023 and 2022, respectively. The Company has included gain on fair value of preferred stock amounting to $116 and $115 for the years ended September 30, 2023 and 2022, respectively, as part of other comprehensive income in the Consolidated Statements of Operations and Comprehensive Loss. The Company has deemed this variable conversion feature of ILAL preferred stock as an embedded derivative instrument in accordance with ASC Topic No. 815. This topic requires the Company to account for the conversion feature on its balance sheet at fair value and account for changes in fair value as a derivative gain or loss. Unrealized gain or loss on fair valuation of this embedded feature is recognized as an income in the Consolidated Statements of Operations and Comprehensive Loss. Total fair value of investment in Derivative assets as of September 30, 2023 and 2022 is $2,697 and $2,956, respectively. The Company fair values the debt security as a straight debt instrument based on liquidation value and accrued interest to date. The fair value of the derivative asset is based on the difference in the fair value of the debt security determined as a straight debt instrument and the fair value of the debt security if converted as of the reporting date. Commitment shares - Common stock of ILAL Pursuant to the terms of the SPA with ILAL, the Company received 350,000 shares (commitment shares) of ILAL's common stock. The commitment shares were fully earned at the time of execution of the agreement. The Company sold 334,611 shares at various prices and fair valued the remaining 15,389 shares at the closing stock price of ILAL as of September 30, 2021. During the year ended September 30, 2022, the Company sold 15,389 commitment shares, and recorded realized gain on sale of shares for $1. Investment in Equity Securities - LawClerk In February 2020, the Company made a $250 strategic relationship investment in LawClerk for 200,000 Series A Preferred Shares of LawClerk. This investment is recorded on a cost basis and adjusted for observable transactions for same or similar investments of the issuer (referred to as the measurement alternative) or impairment. The Company annually performs impairment analysis on this investment and concluded that the investment was not recoverable and accordingly recorded an impairment of $250 for the year ended September 30, 2022. Refer the table below for a reconciliation of carrying value of all investments for the year ended September 30, 2023 and 2022:
($ in thousands) |  | ILAL Debt Securities |  |  | ILAL Derivative Asset |  |  | ILAL Equity Securities |  |  | Law Clerk Equity Securities |
Balance as of September 30, 2021 |  | $ | 494 |  |  | $ | 4,906 |  |  | $ | 11 |  |  | $ | 250 |
Shares sold during the year |  |  | — |  |  |  | — |  |  |  | (10 | ) |  |  | — |
Realized gain on fair value recognized in other income (expense) |  |  | — |  |  |  | — |  |  |  | 1 |  |  |  | — |
Unrealized loss recognized in other income (expense) |  |  | — |  |  |  | (1,950 | ) |  |  | (2 | ) |  |  | — |
Impairment loss |  |  | — |  |  |  | — |  |  |  | — |  |  |  | (250 | )
Unrealized gain on fair value recognized in Other comprehensive income |  |  | 116 |  |  |  | — |  |  |  | — |  |  |  | — |
Balance as of September 30, 2022 |  | $ | 610 |  |  | $ | 2,956 |  |  | $ | — |  |  | $ | — |
Unrealized loss on derivative asset |  |  | — |  |  |  | (259 | ) |  |  |  |  |  |
Unrealized gain on fair value recognized in other comprehensive income |  |  | 116 |  |  |  | — |  |  |  | — |  |  |  | — |
Balance as of September 30, 2023 |  | $ | 726 |  |  | $ | 2,697 |  |  | $ | — |  |  | $ | — |

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- Definition The entire disclosure for investment holdings. This includes the long positions of investments for the entity. It contains investments in affiliated and unaffiliated issuers. The investments include securities and non securities (i.e. commodities and futures contracts). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 210 -Name Accounting Standards Codification -Section 50 -Paragraph 12 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480524/946-210-50-12 + Details
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