v3.25.2
Fair Value Measurements
3 Months Ended
Mar. 31, 2025
Fair Value Measurements  
Fair Value Measurements

Note 8 — Fair Value Measurements

 

The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:

 

Level 1:

Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

 

 

Level 2:

Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.

 

 

Level 3:

Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.

 

The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at March 31, 2025 and 2023 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value.

 

 

 

 

 

March 31,

 

 

 

 

December 31,

 

Description

 

Level

 

 

2025

 

 

Level

 

 

2024

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Cash and Marketable securities held in Trust Account            

 

1

 

 

$183,749

 

 

1

 

 

$182,240

 

 

At March 31, 2025 and December 31, 2025, $183,749 and $182,240 of the balance held in the Trust Account was held in cash, respectively.

The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at March 31, 2025 and December 31, 2024 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value.

 

 

 

 

 

March 31,

 

 

 

 

December 31,

 

Description

 

Level

 

 

2025

 

 

Level

 

 

2024

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Warrant Liability – Public Warrants

 

3

 

 

$61,661

 

 

3

 

 

$184,982

 

Total Warrant Liabilities

 

 

 

 

 

$61,661

 

 

 

 

 

 

$184,982

 

 

The Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within the warrant liabilities on the balance sheets.

 

The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the statements of operations.

 

Initial Measurement and Subsequent Measurement

 

The Company established the initial fair value for the Public Warrants on June 21, 2021, the date of the consummation of the Company’s Initial Public Offering, using a Monte Carlo simulation model. The Company allocated the proceeds received from (i) the sale of Units (which is inclusive of one Class A ordinary share and one-third of one Public Warrant), (ii) the sale of Private Placement Warrants, and (iii) the issuance of Class B ordinary shares first to the warrants, based on their fair values as determined at initial measurement, with the remaining proceeds allocated to Class A ordinary shares and Class B ordinary shares based on their relative fair values at the initial measurement date. The Public Warrants were initially classified as Level 3 due to the use of unobservable inputs.

 

The Public Warrants are remeasured at fair value on a recurring basis. Following the delisting of the Public Warrants on August 14, 2024, with the last Nasdaq trading price recorded at market close on August 13, 2024, the subsequent measurement of the Public Warrants as of March 31, 2025 and December 31, 2024, is classified as Level 3. Although the last traded price was used as an initial reference, the final valuation was determined using a Monte Carlo simulation model that estimates the fair value of similar asset classes as of March 31, 2025.

 

As of March 31, 2025, the Public Warrants were valued at $0.01 per warrant for an aggregate value of approximately $61,661. As of December 31, 2024, the fair value of the Public Warrants was determined to be $0.03 per warrant, with an aggregate valuation of $184,982.

 

As part of the change of sponsor agreement, the Private Placement Warrants were cancelled, and the Public Warrants remain the only outstanding warrants of the Company.

The following table presents the changes in the fair value of warrant liabilities:

 

 

 

Private Placement

 

 

Public

 

 

Warrant Liabilities

 

Fair value as of December 31, 2023

 

$148,500

 

 

$184,982

 

 

$333,482

 

Change in valuation inputs or other assumptions

 

 

74,250

 

 

 

92,490

 

 

 

166,740

 

Fair value as of March 31, 2024

 

$222,750

 

 

$277,472

 

 

$500,222

 

Fair value as of December 31, 2024

 

 

-

 

 

$184,982

 

 

$184,982

 

Change in valuation inputs or other assumptions

 

 

-

 

 

 

(123,321)

 

 

(123,321)

Fair value as of March 31, 2025

 

 

-

 

 

$(61,661)

 

$(61,661)

 

There were no transfers in or out of level 3 for the three months ended March 31, 2025.The change in fair value of the Level 3 warrant liabilities for the year ended December 31, 2024 is summarized as follows:

 

Change in fair value of warrant liability

 

 

 

Warrant liability at December 31, 2023

 

$-

 

Transfer in of warrant liability at December 31, 2023

 

 

184,982

 

Change in fair value of warrant liability

 

 

-

 

Warrant liability at December 31, 2024

 

$184,982