Fair Value Measurement (Tables)
|
3 Months Ended |
12 Months Ended |
Mar. 31, 2025 |
Dec. 31, 2024 |
Fair Value Measurement [Line Items] |
|
|
Schedule of Financial Liabilities Measured at Fair Value on a Recurring Basis |
As of March 31, 2025, the Company’s financial liabilities measured at fair value on a recurring basis, were as follows (in thousands):
|
|
Fair value as of March 31, 2025
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible Notes at fair value
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,390 |
|
$
|
2,390 |
Total liabilities measured at fair value
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,390 |
|
$
|
2,390 |
|
|
Fair value as of December 31, 2024
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible Notes at fair value
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,234 |
|
$
|
2,234 |
Total liabilities measured at fair value
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,234 |
|
$
|
2,234 |
|
As of December 31, 2024 and 2023, the Company’s financial liabilities measured at fair value on a recurring basis, were as follows (in thousands):
|
|
Fair value as of December 31, 2024
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible Notes at fair value
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,235 |
|
$
|
2,235 |
Total liabilities measured at fair value
|
|
$
|
—
|
|
$
|
—
|
|
$
|
2,235 |
|
$
|
2,235 |
|
|
Fair value as of December 31, 2023
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Convertible Notes at fair value
|
|
$
|
—
|
|
$
|
—
|
|
$
|
1,714 |
|
$
|
1,714 |
Total assets measured at fair value
|
|
$
|
—
|
|
$
|
—
|
|
$
|
1,714 |
|
$
|
1,714 |
|
Schedule of Fair Value of the Company’s Level 3 Financial Instruments |
The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments for the three months ended March 31, 2025 and 2024 (in thousands):
|
|
Tasly convertible debt at fair value
|
Fair value as of January 1, 2024
|
|
$
|
1,714 |
|
Issuance of Convertible Notes
|
|
|
16 |
|
Accrued stated interest
|
|
|
48 |
|
Change in fair value included in other income and gain on change in the fair value of Tasly convertible debt
|
|
|
(4 |
)
|
Fair value as of March 31, 2024
|
|
$
|
1,774 |
|
|
|
|
|
|
Fair value as of January 1, 2025
|
|
$
|
2,234 |
|
Issuance of Convertible Notes
|
|
|
—
|
|
Accrued stated interest
|
|
|
95 |
|
Change in fair value included in other income and gain on change in the fair value of Tasly convertible debt
|
|
|
61 |
|
Fair value as of March 31, 2025
|
|
$
|
2,390 |
|
|
The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments for the years ended December 31, 2024 and 2023 (in thousands):
|
|
Tasly convertible debt at fair value
|
Fair value as of January 1, 2023
|
|
$
|
—
|
Issuance of Convertible Notes
|
|
|
1,600 |
Accrued stated interest
|
|
|
92 |
Change in fair value included in other income and loss on change in the fair value of Tasly convertible debt
|
|
|
22 |
Fair value as of December 31, 2023
|
|
$
|
1,714 |
|
|
|
|
Fair value as of January 1, 2024
|
|
$
|
1,714 |
Issuance of Convertible Notes
|
|
|
16 |
Accrued stated interest
|
|
|
194 |
Change in fair value included in other income and loss on change in the fair value of Tasly convertible debt
|
|
|
311 |
Fair value as of December 31, 2024
|
|
$
|
2,235 |
|
NorthView Acquisition Corp [Member] |
|
|
Fair Value Measurement [Line Items] |
|
|
Schedule of Company’s Assets and Liabilities that are Measured at Fair Value |
The following tables present information about the Company’s assets and liabilities that are measured at fair value on 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, 2025
|
|
Quoted Prices In Active Markets (Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Other Unobservable Inputs (Level 3)
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and marketable securities held in trust
|
|
$
|
1,920,401 |
|
$
|
1,920,401 |
|
$
|
—
|
|
$
|
—
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant liabilities – Public Warrants
|
|
$
|
569,250 |
|
$
|
—
|
|
$
|
569,250 |
|
$
|
—
|
Warrant liabilities – Private Placement Warrants
|
|
|
440,850 |
|
|
—
|
|
|
—
|
|
|
440,850 |
Warrant liabilities – Representative’s Warrants
|
|
|
34,155 |
|
|
—
|
|
|
—
|
|
|
34,155 |
Convertible Promissory Note – Related Party
|
|
|
9,133,382 |
|
|
—
|
|
|
—
|
|
|
9,133,382 |
Securities Purchase Agreement
|
|
|
23,487 |
|
|
—
|
|
|
—
|
|
|
23,487 |
Total
|
|
$
|
10,201,124 |
|
$
|
—
|
|
$
|
569,250 |
|
$
|
9,631,874 |
|
|
December 31, 2024
|
|
Quoted Prices In Active Markets (Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Other Unobservable Inputs (Level 3)
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and marketable securities held in trust
|
|
$
|
8,330,835 |
|
$
|
8,330,835 |
|
$
|
—
|
|
$
|
—
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant liabilities – Public Warrants
|
|
$
|
379,500 |
|
$
|
—
|
|
$
|
379,500 |
|
$
|
—
|
Warrant liabilities – Private Placement Warrants
|
|
|
293,900 |
|
|
—
|
|
|
—
|
|
|
293,900 |
Warrant liabilities – Representative’s Warrants
|
|
|
22,770 |
|
|
—
|
|
|
—
|
|
|
22,770 |
Convertible Promissory Note – Related Party
|
|
|
8,908,052 |
|
|
—
|
|
|
—
|
|
|
8,908,052 |
Total
|
|
$
|
9,604,222 |
|
$
|
—
|
|
$
|
379,500 |
|
$
|
9,224,722 |
|
The following tables present information about the Company’s assets and liabilities that are measured at fair value on December 31, 2024 and 2023, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
|
|
December 31, 2024
|
|
Quoted Prices In Active Markets (Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Other Unobservable Inputs (Level 3)
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and marketable securities held in trust
|
|
$
|
8,330,835 |
|
$
|
8,330,835 |
|
$
|
—
|
|
$
|
—
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant liabilities – Public Warrants
|
|
$
|
379,500 |
|
$
|
—
|
|
$
|
379,500 |
|
$
|
—
|
Warrant liabilities – Private Placement Warrants
|
|
|
293,900 |
|
|
—
|
|
|
—
|
|
|
293,900 |
Warrant liabilities – Representative’s Warrants
|
|
|
22,770 |
|
|
—
|
|
|
—
|
|
|
22,770 |
Convertible promissory note
|
|
|
8,908,052 |
|
|
—
|
|
|
—
|
|
|
8,908,052 |
Total
|
|
$
|
9,604,222 |
|
$
|
—
|
|
$
|
379,500 |
|
$
|
9,224,722 |
|
|
December 31, 2023
|
|
Quoted Prices In Active Markets (Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Other Unobservable Inputs (Level 3)
|
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and marketable securities held in trust
|
|
$
|
10,873,406 |
|
$
|
10,873,406 |
|
$
|
—
|
|
$
|
—
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant liabilities – Public Warrants
|
|
$
|
85,388 |
|
$
|
85,388 |
|
$
|
—
|
|
$
|
—
|
Warrant liabilities – Private Placement Warrants
|
|
|
66,128 |
|
|
—
|
|
|
—
|
|
|
66,128 |
Warrant liabilities – Representative’s Warrants
|
|
|
5,123 |
|
|
—
|
|
|
—
|
|
|
5,123 |
Convertible promissory note
|
|
|
944,118 |
|
|
—
|
|
|
—
|
|
|
944,118 |
Total
|
|
$
|
1,100,757 |
|
$
|
85,388 |
|
$
|
—
|
|
$
|
1,015,369 |
|
Schedule of Inputs into the Monte Carlo Simulation for the Warrant Liabilities and Convertible Promissory Note |
The key inputs into the Monte Carlo simulation model for the warrant liabilities were as follows at March 31, 2025 and December 31, 2024:
|
|
March 31, 2025
|
|
December 31, 2024
|
Input
|
|
|
|
|
|
|
|
|
Risk-free interest rate
|
|
|
4.11 |
%
|
|
|
4.18 |
%
|
Expected term (years)
|
|
|
0.19 |
|
|
|
0.89 |
|
Expected volatility
|
|
|
De minimis
|
%
|
|
|
De minimis
|
%
|
Exercise price
|
|
$
|
11.50 |
|
|
$
|
11.50 |
|
Fair value of Common stock
|
|
$
|
12.43 |
|
|
$
|
12.12 |
|
The key inputs into the Monte Carlo simulation model for the convertible promissory note were as follows at March 31, 2025 and December 31, 2024:
|
|
March 31, 2025
|
|
December 31, 2024
|
Input
|
|
|
|
|
|
|
|
|
Risk-free interest rate
|
|
|
4.34 |
%
|
|
|
4.18 |
%
|
Expected term (years)
|
|
|
0.19 |
|
|
|
0.27 |
|
Expected volatility
|
|
|
De minimis
|
%
|
|
|
De minimis
|
%
|
Exercise price
|
|
$
|
11.50 |
|
|
$
|
11.50 |
|
Fair value of Common stock
|
|
$
|
12.43 |
|
|
$
|
12.12 |
|
The key inputs into the Monte Carlo simulation model for the securities purchase agreement were as follows at March 31, 2025 and December 31, 2024:
|
|
March 31, 2025
|
|
December 31, 2024
|
Input
|
|
|
|
|
|
|
Risk-free interest rate
|
|
|
3.94 |
%
|
|
—
|
Expected term (years)
|
|
|
1.67 |
|
|
—
|
Expected volatility
|
|
|
De minimis
|
%
|
|
—
|
Exercise price
|
|
$
|
11.50 |
|
|
—
|
Fair value of Common stock
|
|
$
|
12.10 |
|
|
—
|
|
The key inputs into the Monte Carlo simulation model for the warrant liabilities were as follows at December 31, 2024 and 2023:
|
|
December 31, 2024
|
|
December 31, 2023
|
Input
|
|
|
|
|
|
|
|
|
Risk-free interest rate
|
|
|
4.18 |
%
|
|
|
5.06 |
%
|
Expected term (years)
|
|
|
0.89 |
|
|
|
0.71 |
|
Expected volatility
|
|
|
De minimis
|
%
|
|
|
De minimis
|
%
|
Exercise price
|
|
$
|
11.50 |
|
|
$
|
11.50 |
|
Fair value of Common stock
|
|
$
|
12.12 |
|
|
$
|
11.16 |
|
The key inputs into the Monte Carlo simulation model for the convertible promissory note were as follows at December 31, 2024 and 2023:
|
|
December 31, 2024
|
|
December 31, 2023
|
Input
|
|
|
|
|
|
|
|
|
Risk-free interest rate
|
|
|
4.18 |
%
|
|
|
5.48 |
%
|
Expected term (years)
|
|
|
0.27 |
|
|
|
0.19 |
|
Expected volatility
|
|
|
De minimis
|
%
|
|
|
De minimis
|
%
|
Exercise price
|
|
$
|
11.50 |
|
|
$
|
11.50 |
|
Fair value of Common stock
|
|
$
|
12.12 |
|
|
$
|
11.16 |
|
|
Schedule of Level 3 Financial Instruments that are Measured at Fair Value on a Recurring Basis |
The following table provides a summary of the changes in the fair value of the Company’s Level 3 financial instruments that are measured at fair value on a recurring basis for the three months ended March 31, 2025 and 2024:
|
|
Private Placement Warrants
|
|
Representative’s Warrants
|
|
Warrant Liability
|
Fair value at December 31, 2024
|
|
$
|
293,900 |
|
$
|
22,770 |
|
$
|
316,670 |
Change in fair value of warrant liabilities
|
|
|
146,950 |
|
|
11,385 |
|
|
158,335 |
Fair value at March 31, 2025
|
|
$
|
440,850 |
|
$
|
34,155 |
|
$
|
475,005 |
|
|
Private Placement Warrants
|
|
Representative’s Warrants
|
|
Warrant Liability
|
Fair value at December 31, 2023
|
|
$
|
66,128 |
|
$
|
5,123 |
|
$
|
71,251 |
Change in fair value of warrant liabilities
|
|
|
213,077 |
|
|
16,509 |
|
|
229,586 |
Fair value at March 31, 2024
|
|
$
|
279,205 |
|
$
|
21,632 |
|
$
|
300,837 |
|
The following table provides a summary of the changes in the fair value of the Company’s Level 3 financial instruments that are measured at fair value on a recurring basis for the years ended December 31, 2024 and 2023:
|
|
Private Placement Warrants
|
|
Representative’s Warrants
|
|
Warrant Liability
|
Fair value at December 31, 2023
|
|
$
|
66,128 |
|
$
|
5,123 |
|
$
|
71,251 |
Change in fair value of warrant liabilities
|
|
|
227,772 |
|
|
17,647 |
|
|
245,419 |
Fair value at December 31, 2024
|
|
$
|
293,900 |
|
$
|
22,770 |
|
$
|
316,670 |
|
|
Private Placement Warrants
|
|
Representative’s Warrants
|
|
Warrant Liability
|
Fair value at December 31, 2022
|
|
$
|
377,857 |
|
|
$
|
29,274 |
|
|
$
|
407,131 |
|
Change in fair value of warrant liabilities
|
|
|
(311,729 |
)
|
|
|
(24,151 |
)
|
|
|
(335,880 |
)
|
Fair value at December 31, 2023
|
|
$
|
66,128 |
|
|
$
|
5,123 |
|
|
$
|
71,251 |
|
|
Schedule of Convertible Promissory Note |
|
|
Convertible Promissory Note – related party
|
Fair value at December 31, 2024
|
|
$
|
8,908,052 |
Change in fair value of convertible promissory note
|
|
|
225,330 |
Fair value at March 31, 2025
|
|
$
|
9,133,382 |
|
|
Convertible Promissory Note – related party
|
Fair value at December 31, 2023
|
|
$
|
944,118 |
|
Proceeds received through convertible promissory note
|
|
|
378,185 |
|
Change in fair value of convertible promissory note
|
|
|
(60,077 |
)
|
Fair value at March 31, 2024
|
|
$
|
1,262,226 |
|
|
|
Securities Purchase Agreement
|
Fair value at February 11, 2025
|
|
$
|
—
|
Change in fair value of securities purchase agreement
|
|
|
23,487 |
Fair value at March 31, 2025
|
|
$
|
23,487 |
|
|
|
Convertible Promissory Note
|
Fair value at December 31, 2023
|
|
$
|
944,118 |
Principal borrowing
|
|
|
797,981 |
Change in fair value of convertible promissory note
|
|
|
7,165,953 |
Fair value at December 31, 2024
|
|
$
|
8,908,052 |
|
|
Convertible Promissory Note
|
Fair value at December 31, 2022
|
|
$
|
—
|
|
Principal borrowing
|
|
|
1,121,815 |
|
Change in fair value of convertible promissory note
|
|
|
(177,697 |
)
|
Fair value at December 31, 2023
|
|
$
|
944,118 |
|
|