The Company’s money market funds are categorized as Level 1 within the fair value hierarchy. As of March 31, 2024 and June 30, 2023, the Company’s cash and cash equivalents were as follows:

As of March 31, 2024 and June 30, 2023, the Company’s contingent consideration liabilities related to acquisitions are categorized as Level 3 within the fair value hierarchy. Contingent consideration was valued at March 31, 2024 using unobservable inputs, primarily internal revenue forecasts. Contingent consideration was valued at the time of acquisitions and at June 30, 2023 using unobservable inputs and have included using the Monte Carlo simulation model. This model incorporates revenue volatility, internal rate of return, and a risk-free rate. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management with the assistance of a third-party valuation specialist.

As of March 31, 2024, the Company’s contingent consideration liabilities current and non-current balances were as follows:

S5D has significantly underperformed revenue expectations that were employed to determine fair value at acquisition. The possibility of achieving any remaining revenue targets to trigger additional consideration is remote and all earned consideration has been paid. Accordingly, there is no future contingent consideration recorded related to the S5D acquisition as of March 31, 2024. The range of potential additional contingent consideration related to S5D at March 31, 2024 through January 2025 (which the Company considers as remote, and no provision is made for it) is zero to $9.7 million in the form of Company common stock (with share conversion at a $7.00 per share floor price).

Revenue projections for BLI are expected to trigger potential additional gross consideration of $4.5 million payable in cash over the remainder of the contingent consideration payout period, ending in July 2025. The possibility of achieving any remaining revenue targets to trigger additional consideration is remote. Accordingly, contingent consideration remaining for the BLI acquisition at March 31, 2024 is calculated at the present value of the estimated remaining $4.5 million cash discounted at risk-free interest rates from the estimated payment dates. The range of potential additional contingent consideration related to BLI in excess of the amounts reflected on the condensed balance sheet at March 31, 2024 (which the Company considers as remote, and no provision is made for it) are zero to $15.0 million, of which up to $7.5 million in cash and the remainder in the form of Company common stock (with share conversion at a $7.00 per share floor price).

The change in fair value of contingent consideration for S5D and BLI for the three and nine months ended March 31, 2024 was a non-cash gain of approximately $0.29 million and $4.23 million, respectively, included as change in fair value of acquisition contingent consideration in the condensed consolidated statements of operations. This was primarily driven by the decrease in the Company’s common stock price between the measurement dates and reduced revenue projections. In addition, a payment was made to the sellers of S5D for consideration in March 2024 in the form of Company common stock, fair valued at $0.81 million.

The change in fair value of contingent consideration for XR Terra, LLC (“XRT”) for the three and nine months ended March 31, 2024 reflects payouts to the sellers of XRT for consideration recorded as of June 30, 2023. These payouts were made in September 2023 and January 2024 in the form of Company common stock, fair valued at $0.17 million. In addition, the change reflects non-cash gains of zero and approximately $0.08 million, respectively, for the three and nine months ended March 31, 2024 included as change in fair value of acquisition contingent consideration in the condensed consolidated statements of operations reflecting a decrease in the Company’s common stock price between the measurement dates. The range of potential additional contingent consideration related to XRT at March 31, 2024 through September 2024 is zero to $1.0 million in the form of Company common stock (with share conversion at a $7.00 per share floor price). The Company considers this occurrence as remote, and no provision is made for it.

The range of potential additional contingent consideration related to the previous divestiture of AUGGD, LLC (“AUGGD”) assets at March 31, 2024 through December 2024 is zero to $0.20 million in the form of Company common stock. The Company considers this occurrence as remote, and no provision is made for it.

As of June 30, 2023, the Company’s contingent consideration liabilities current and non-current balances were as follows:

	Contingent Consideration at Purchase Date		Consideration Paid			Changes in Fair Value			Fair Value		Contingent Consideration
	As of June 30, 2023
	Contingent Consideration at Purchase Date		Consideration Paid			Changes in Fair Value			Fair Value		Contingent Consideration
Level 3:
Contingent consideration, current - S5D	$	2,060,300	$	(1,359,001	)	$	1,207,501		$	1,908,800	$	1,908,800
Contingent consideration, current - BLI		1,264,200		-			1,693,500			2,957,700		2,957,700
Contingent consideration, current - AUGGD		-		(568,571	)		568,571			-		-
Contingent consideration, current - XRT		-		(331,786	)		586,077			254,291		254,291
Total contingent consideration, current portion	$	3,324,500	$	(2,259,358	)	$	4,055,649		$	5,120,791	$	5,120,791

Level 3:
Contingent consideration, non-current - S5D	$	7,108,900	$	(2,050,000	)	$	(3,807,200	)	$	1,251,700	$	1,251,700
Contingent consideration, non-current - BLI		6,060,700		-			(2,807,400	)		3,253,300		3,253,300
Total contingent consideration, net of current portion	$	13,169,600	$	(2,050,000	)	$	(6,614,600	)	$	4,505,000	$	4,505,000

The change in fair value of contingent consideration for S5D and BLI for the three and nine months ended March 31, 2023 was a non-cash expense of approximately $1.81 million and a non-cash gain of approximately $1.01 million, respectively, included as change in fair value of acquisition contingent consideration in the condensed consolidated statements of operations. This was primarily driven by the changes in the Company’s common stock price between the measurement dates. Also included is the non-cash expense change in fair value of contingent consideration for XRT of approximately $0.13 million and $0.33 million, respectively, reflecting achievement of certain revenue thresholds as defined and not previously accrued.