Fair Value Measurement (Tables)
|
12 Months Ended |
Dec. 31, 2025 |
|---|
| Fair Value Measurements [Abstract] |
|
| Schedule of Company’s Financial Assets and Liabilities Measured at Fair Value |
As
of December 31, 2025 and 2024, the Company’s financial assets and liabilities measured at fair value on a recurring basis,
were as follows (in thousands):
| | |
As
of December 31, 2025 | |
| | |
Level
1 | | |
Level
2 | | |
Level
3 | | |
Total | |
| Assets: | |
| | |
| | |
| | |
| |
| Digital assets
(Bitcoin) | |
$ | 1,445 | | |
$ | — | | |
$ | — | | |
$ | 1,445 | |
| Liabilities: | |
| | | |
| | | |
| | | |
| | |
| Convertible notes due to
related parties held at fair value | |
$ | — | | |
$ | — | | |
$ | 4,160 | | |
$ | 4,160 | |
| Loans payable | |
| — | | |
| — | | |
| 7,877 | | |
| 7,877 | |
| Warrant liabilities - Private
Placement Warrants | |
| — | | |
| — | | |
| 277 | | |
| 277 | |
| Warrant
liabilities - Representative’s Warrants | |
| — | | |
| — | | |
| 21 | | |
| 21 | |
| Total
liabilities measured at fair value | |
$ | — | | |
$ | — | | |
$ | 12,335 | | |
$ | 12,335 | |
| | |
As
of December 31, 2024 | |
| | |
Level
1 | | |
Level
2 | | |
Level
3 | | |
Total | |
| Liabilities: | |
| | |
| | |
| | |
| |
| Convertible
notes due to related party held at fair value | |
$ | — | | |
$ | — | | |
$ | 2,234 | | |
$ | 2,234 | |
| Total
liabilities measured at fair value | |
$ | — | | |
$ | — | | |
$ | 2,234 | | |
$ | 2,234 | |
|
| Schedule of Inputs into the Monte Carlo Simulation Model for the Warrant Liabilities |
No fractional warrants will be issued and only whole warrants will trade.
| | |
December 31,
2025 | | |
July
11,
2025 | |
| Input | |
| | |
| |
| Risk-free interest
rate | |
| 3.79 | % | |
| 4.00 | % |
| Expected term (years) | |
| 4.53 | | |
| 5.00 | |
| Expected volatility | |
| 139.20 | % | |
| 42.00 | % |
| Exercise price | |
$ | 862.50 | | |
$ | 862.50 | |
| Fair value of Common stock | |
$ | 7.86 | | |
$ | 187.50 | |
The
key inputs into the Monte Carlo simulation model for the Loans Payable were as follows at December 31, 2025 and July 11, 2025:
| | |
December 31,
2025 | | |
July
11,
2025 | |
| Input | |
| | |
| |
| Risk-free
interest rate | |
| 3.48 | % | |
| 4.00 | % |
| Expected
term (years) | |
| 1.03 | | |
| 1.50 | |
| Expected
volatility | |
| 68.30 | % | |
| 82.70 | % |
| Fair value of Common stock | |
$ | 0.10 | | |
$ | 2.50 | |
|
| Schedule of 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 warrant liabilities that are measured
at fair value on a recurring basis for the year ended December 31, 2025 (in thousands):
| | |
Private
Placement Warrants | | |
Representative’s
Warrants | | |
Total
Level 3 Warrant liabilities | |
| Fair
value at January 1, 2025 | |
$ | — | | |
$ | — | | |
$ | — | |
| Assumption
of warrant liabilities | |
| 1,107 | | |
| 86 | | |
| 1,193 | |
| Change
in fair value of warrant liabilities | |
| (830 | ) | |
| (65 | ) | |
| (895 | ) |
| Fair
value at December 31, 2025 | |
$ | 277 | | |
$ | 21 | | |
$ | 298 | |
|
| Schedule of Fair Value of the Company’s Level 3 Related Party Convertible Debt Payable |
The
following table provides a summary of the changes in the fair value of the Company’s Level 3 Related Party Convertible Notes Payable
for the years ended December 31, 2025 and 2024 (in thousands):
| | |
Tasly
Convertible Note - Related Party | | |
Related
Party Convertible Promissory Note | | |
Total
Level 3 Related Party Convertible Notes | |
| Fair value
as of January 1, 2025 | |
$ | 2,234 | | |
$ | — | | |
$ | 2,234 | |
| Assumption of related party
convertible note upon closing of the Business Combination | |
| — | | |
| 2,162 | | |
| 2,162 | |
| Loss (Gain) on change in
the fair value of related party convertible notes | |
| 56 | | |
| (242 | ) | |
| (186 | ) |
| Repayment of debt | |
| — | | |
| (50 | ) | |
| (50 | ) |
| Fair
value as of December 31, 2025 | |
$ | 2,290 | | |
$ | 1,870 | | |
$ | 4,160 | |
| | |
Tasly
Convertible Note - Related Party | |
| Fair value
as of January 1, 2024 | |
$ | 1,714 | |
| Issuance of Tasly Convertible
Notes | |
| 16 | |
| Accrued stated interest | |
| 193 | |
| Loss
on change in the fair value of Tasly convertible note | |
| 311 | |
| Fair
value as of December 31, 2024 | |
$ | 2,234 | |
|
| Schedule of Changes in the Fair Value of the Company’s Level 3 Related Party Loan Payable |
The
following table provides a summary of the changes in the fair value of the Company’s Level 3 loans payable for the year ended December
31, 2025 (in thousands):
| | |
Loans
Payable | |
| Fair
value as of January 1, 2025 | |
$ | — | |
| Proceeds
Received | |
| 11,000 | |
| Repayments of debt | |
| (1,920 | ) |
| Conversion
of debt to equity | |
| (4,497 | ) |
| Loss
on change in the fair value of convertible note | |
| 3,294 | |
| Fair
value as of December 31, 2025 | |
$ | 7,877 | |
|