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Fair Value Measurements
9 Months Ended
Sep. 30, 2025
Fair Value Measurements [Abstract]  
Fair Value Measurements
3.
Fair Value Measurements

The Company follows accounting guidance that emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Fair value is defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.” Fair value measurements are defined on a three-level hierarchy:


Level 1 inputs: Unadjusted quoted prices for identical assets or liabilities in active markets;


Level 2 inputs: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, whether directly or indirectly, for substantially the full term of the asset or liability; and


Level 3 inputs: Unobservable inputs in which there is little or no market data available, which requires management to develop its own assumptions in pricing the asset or liability.

As of September 30, 2025 and December 31, 2024, the fair values of cash and cash equivalents, accounts receivable, contract assets and unbilled receivables, prepaid and other assets, accounts payable and accrued expenses approximated their carrying values because of the short-term nature of these assets or liabilities. The fair value of the long-term funding agreement, related party line item was determined on an amortized cost basis, based on an effective rate of interest.


The fair value of the short-term investments, while outstanding, were based on observable Level 1 inputs in the form of quoted market prices from a major stock exchange. The fair value of the liabilities associated with the equity line financing facility and the March 2025 Warrants and March 2025 Private Placement Warrants (as defined below) are based on cash flow models discounted at current implied market rates representing expected returns by market participants for similar instruments and are based on Level 3 inputs as well the Company’s underlying stock price and associated volatility, expected term and market interest rates (See Note 8 – Financings). There were no transfers between fair value hierarchy levels during the three and nine months ended September 30, 2025 and 2024.

The fair value of financial instruments measured on a recurring basis is as follows (in thousands):

 
 
As of September 30, 2025
 
Description
 
Total
   
Level 1
   
Level 2
   
Level 3
 
Assets:
                       
Short-term investments
 
$
*
 
$
*
 
$
   
$
 
Total assets at fair value
 
$
*
 
$
*
 
$
   
$
 
Liabilities:
                           
 
Warrant liabilities
 
$
21,325
   
$
   
$
   
$
21,325
 
Other derivative liabilities
                       
Total liabilities at fair value
 
$
21,325
   
$
   
$
   
$
21,325
 
 
*
De minimis value

 
 
As of December 31, 2024
 
Description
 
Total
   
Level 1
   
Level 2
   
Level 3
 
Assets:
                       
Short-term investments
 
$
2
   
$
2
   
$
   
$
 
Total assets at fair value
 
$
2
   
$
2
   
$
   
$
 
Liabilities:
                               
Other derivative liabilities
 
$
2
   
$
   
$
   
$
2
 
Total liabilities at fair value
 
$
2
   
$
   
$
   
$
2
 

The following table provides a roll-forward of short-term investments measured at fair value on a recurring basis using observable level 1 inputs for the nine months ended September 30, 2025 and 2024 (in thousands):

   
Nine Months Ended
September 30,
 
 
 
2025
   
2024
 
Short-term investments
           
Balance as of beginning of period
 
$
2
   
$
15
 
Unrealized loss
   
(2
)
   
(12
)
Balance as of end of period
 
$
*  
$
3
 

*
De minimis value


The following table provides a roll-forward of liabilities measured at fair value on a recurring basis using unobservable level 3 inputs for the nine months ended September 30, 2025 and 2024 (in thousands):

   
Nine Months Ended
September 30,
 
   
2025
   
2024
 
Warrant liabilities
           
Balance as of beginning of period
 
$
   
$
 
Issuance of March 2025 Warrants and March 2025 Private Placement Warrants
    15,520        
Change in fair value
    5,805      
Balance as of end of period
 
$
21,325
   
$
 

   
Nine Months Ended
September 30,
 
   
2025
   
2024
 
Other derivative liabilities
           
Balance as of beginning of period
 
$
2
   
$
74
 
Change in fair value
    (2 )      
Balance as of end of period
 
$
   
$
74
 


There were no financial instruments measured on a non-recurring basis for any of the periods presented.