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Fair Value Measurements (Tables) | 6 Months Ended | 12 Months Ended
--- | --- | ---
Jun. 30, 2022 | Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] |  |
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis | The following table presents information about the Company’s assets and derivative warrant liabilities that are measured at fair value on a recurring basis as of June 30, 2022 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value: Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis
|  | Quoted Prices in Active Markets |  |  | Significant Other Observable Inputs |  |  | Significant Other Unobservable Inputs |
Description |  | (Level 1) |  |  | (Level 2) |  |  | (Level 3) |
Liabilities: |  |  |  |  |  |  |  |  |  |  |  |
Public Warrants |  | $ | 1,322,500 |  |  | $ | - |  |  | $ | - |
Private Placement Warrants |  | $ | - |  |  | $ | - |  |  | $ | 71,953 |
Forward purchase option derivative |  | $ | - |  |  | $ | - |  |  | $ | 795,942 |
The following table presents information about the Company’s assets and derivative warrant liabilities that are measured at fair value on a recurring basis as of December 31, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value: NORTHERN LIGHTS ACQUISITION CORP. NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS Note 9 – Fair Value Measurements (Continued)
|  | Quoted Prices in Active Markets |  |  | Significant Other Observable Inputs |  |  | Significant Other Unobservable Inputs |
Description |  | (Level 1) |  |  | (Level 2) |  |  | (Level 3) |
Asset: |  |  |  |  |  |  |  |  |  |  |  |
Marketable securities held in Trust Account |  | $ | 117,321,508 |  |  | $ | - |  |  | $ | - |
Liabilities: |  |  |  |  |  |  |  |  |  |  |  |
Public Warrants |  | $ | 2,701,925 |  |  | $ | - |  |  | $ | - |
Private Placement Warrants |  | $ | - |  |  | $ | - |  |  | $ | 124,951 |
Warrant liabilities |  | $ | - |  |  | $ | - |  |  | $ | 124,951 |
| The following table presents information about the Company’s assets and derivative warrant liabilities that are measured at fair value on a recurring basis as of December 31, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value: Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis
|  | Quoted Prices in Active Markets |  |  | Significant Other Observable Inputs |  |  | Significant Other Unobservable Inputs |
Description |  | (Level 1) |  |  | (Level 2) |  |  | (Level 3) |
Asset: |  |  |  |  |  |  |  |  |  |  |  |
Marketable securities held in Trust Account |  | $ | 117,321,508 |  |  | $ | — |  |  | $ | — |
Warrant Liabilities: |  |  |  |  |  |  |  |  |  |  |  |
Public Warrants |  | $ | 2,701,925 |  |  | $ | — |  |  | $ | — |
Private Placement Warrants |  | $ | — |  |  | $ | — |  |  | $ | 124,951 |
Schedule of Level 3 Fair Value Measurement Inputs | The following table provides quantitative information regarding Level 3 fair value measurements inputs as it relates to the warrants as of their measurement dates: Schedule of Level 3 Fair Value Measurement Inputs
|  | December 31, 2021 |  |  | June 30, 2022 |
|  | (Private Warrant) |  |  | (Private Warrant) |
Exercise price |  | $ | 11.50 |  |  | $ | 11.50 |
Share price |  | $ | 10.07 |  |  | $ | 10.61 |
Expected term (years) |  |  | 5.28 |  |  |  | 5.14 |
Probability of Acquisition |  |  | 90.0 | % |  |  | 90.0 | %
Volatility |  |  | 8.3 | % |  |  | 25.0 | %
Risk-free rate |  |  | 1.28 | % |  |  | 3.01 | %
Dividend yield (per share) |  |  | 0.00 | % |  |  | 0.00 | %
| The following table provides quantitative information regarding Level 3 fair value measurements inputs as their measurement dates: Schedule of Level 3 Fair Value Measurement Inputs
|  | June 28, 2021 |  |  | December 31, 2021 |
|  | (Public and Private Warrant) |  |  | (Private Warrant) |
Exercise price |  | $ | 11.50 |  |  | $ | 11.50 |
Share price |  | $ | 10.00 |  |  | $ | 10.07 |
Expected term (years) |  |  | 5.86 |  |  |  | 5.28 |
Probability of Acquisition |  |  | 90.0 | % |  |  | 90.0 | %
Volatility |  |  | 14.7 | % |  |  | 8.3 | %
Risk-free rate |  |  | 1.04 | % |  |  | 1.28 | %
Dividend yield (per share) |  |  | 0.00 | % |  |  | 0.00 | %
Schedule of Derivative Warrant Liabilities | The change in the fair value of the derivative warrant liabilities for the period from December 31, 2021 (inception) through June 30, 2022 is summarized as follows: Schedule of Derivative Warrant Liabilities
|  | Private Placement |  |  | Public Warrant |  |  | Warrant Liability |
Fair value as of December 31, 2021 |  | $ | 124,951 |  |  | $ | 2,701,925 |  |  | $ | 2,826,876 |
Change in valuation inputs or other assumptions (1)(2) | (1)(2) |  | (52,998 | ) |  |  | (1,379,425 | ) |  |  | (1,432,423 | )
Fair value as of June 30, 2022 |  | $ | 71,953 |  |  | $ | 1,322,500 |  |  | $ | 1,394,453 |
(1) | Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liability in the statement of operations.
(2) | Changes are due to the use of quoted prices in an active market (Level 1) and the use of unobservable inputs based on assessment of the assumptions (Level 3) for Public Warrants (after becoming actively traded) and Private Placement Warrants, respectively.
| The change in the fair value of the derivative warrant liabilities for the period from June 28, 2021 (Initial Public Offering) through December 31, 2021 is summarized as follows: Schedule of Derivative Warrant Liabilities
|  | Private Placement |  |  | Public Warrant |  |  | Warrant Liability |
Fair value as of June 28, 2021 (Initial Public Offering) |  | $ | 224,474 |  |  | $ | 4,807,000 |  |  | $ | 5,031,474 |
Change in valuation inputs or other assumptions (1)(2) |  |  | (99,523 | ) |  |  | (2,105,075 | ) |  |  | (2,204,598 | )
Fair value as of December 31, 2021 |  | $ | 124,951 |  |  |  | 2,701,925 |  |  |  | 2,826,876 |
(1) | Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liability in the statement of operations.
(2) | Changes are due to the use of quoted prices in an active market (Level 1) and the use of unobservable inputs based on assessment of the assumptions (Level 3) for Public Warrants (after becoming actively traded) and Private Placement Warrants, respectively.
Purchase Agreement Option [Member] |  |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] |  |
Schedule of Level 3 Fair Value Measurement Inputs | The following table provides quantitative information regarding Level 3 fair value measurements inputs as it relates to the forward purchase agreement option at the measurement dates: Schedule of Level 3 Fair Value Measurement Inputs
|  | June 16, 2022 |  |  | June 30, 2022 |
Share price |  | $ | 10.18 |  |  | $ | 10.61 |
Expected term (years) |  |  | 3.18 |  |  |  | 3.14 |
Probability of Acquisition |  |  | 90.0 | % |  |  | 90.0 | %
Volatility |  |  | 10.6 | % |  |  | 25.0 | %
Risk-free rate |  |  | 3.36 | % |  |  | 3.02 | %
BB bonds rate |  |  | 6.92 | % |  |  | 7.17 | %
C bonds rate |  |  | 13.95 | % |  |  | 14.49 | %
Warrants measurement inputs |  |  | 13.95 | % |  |  | 14.49 | %

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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 https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258 + Details
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- Definition Tabular disclosure of the fair value measurement of liabilities using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets), and gains or losses recognized in other comprehensive income (loss) and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs) by class of liability. + 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 (c) -URI https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 3 -URI https://asc.fasb.org/extlink&oid=126976982&loc=d3e19279-110258 + Details
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- Definition Tabular disclosure of assets and liabilities, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258 + Details
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