Quarterly report pursuant to Section 13 or 15(d)

Fair Value Measurements

v3.24.3
Fair Value Measurements
9 Months Ended
Sep. 30, 2024
Fair Value Measurements  
Fair Value Measurements

6. Fair Value Measurements

Common Stock Warrant Liabilities

Warrants

($ in thousands)

    

liabilities

Balance at December 31, 2023

$

886

Change in fair value of common stock warrants - Avenue

(157)

Change in fair value of common stock warrants - Checkpoint

Change in fair value of placement agent warrants - Urica

(24)

Exercise of common stock warrants - Avenue

(400)

Exchange of common stock warrants - Urica

(151)

Balance at September 30, 2024

$

154

Checkpoint

Checkpoint deemed the placement agent warrants it issued in connection with its registered direct offering (the “December 2022 Placement Agent Warrants”) to be classified as liabilities on the balance sheet as they contain terms for redemption of the underlying security that are outside its control. The December 2022 Placement Agent Warrants were recorded at the time of closing at a fair value determined by using the Black-Scholes model. Checkpoint will revalue the December 2022 Placement Agent Warrants at each reporting period thereafter for as long as they remain outstanding. At September 30, 2024 and December 31, 2023, the liability associated with the December 2022 Placement Agent Warrants was $0.1 million.

A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the warrant liability that are categorized within Level 3 of the fair value hierarchy was as follows:

September 30, 

December 31,

Checkpoint Warrants

2024

2023

Exercise price

$

5.41

$

5.41

Volatility

108.0

%

96.4

%

Expected life in years

3.2

4.0

Risk-free rate

3.6

%

3.8

%

Avenue

Certain of Avenue’s outstanding warrants to purchase shares of its common stock are classified as liabilities on the balance sheet as they contain terms for redemption of the underlying security that are outside of its control. The Black-Scholes model was used to value these Avenue warrants, at the time of issuance and when re-measured at each financial reporting date, up to exercise or expiration of the warrants, with any changes in fair value being recognized in change in fair value of warrant liabilities, a component of other income (expense) in the unaudited condensed consolidated statements of operations. At September 30, 2024 and December 31, 2023, the liability associated with the outstanding Avenue warrants was approximately $29,000 and $0.6 million, respectively.

A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the warrant liability that are categorized within Level 3 of the fair value hierarchy was as follows:

September 30, 

December 31

2024

2023

Stock price

$ 2.49

$ 12.00

Risk-free interest rate

    

3.58

%  

3.84

%  

Expected dividend yield

 

 

 

Expected term in years

 

3.0

 

3.8

 

Expected volatility

 

164

%  

148

%  

Urica

Urica’s outstanding contingently issuable placement agent warrants were exchanged at the time of the exchange of the Urica 8% Cumulative Convertible Class B Preferred Stock on June 27, 2024 (see Note 9) for 202,834 warrants to purchase Fortress common stock at an exercise price of $1.68. The Fortress common stock warrants have a five-year life, expiring on June 27, 2029. The Company determined the placement agent warrants met the criteria for equity classification.