Quarterly report [Sections 13 or 15(d)]

INVESTMENTS AND FAIR VALUE MEASUREMENTS

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INVESTMENTS AND FAIR VALUE MEASUREMENTS
9 Months Ended
Sep. 30, 2025
Investments And Fair Value Measurements  
INVESTMENTS AND FAIR VALUE MEASUREMENTS

4. INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

A summary of our short-term investments are as follows:

 

   

September 30,

2025

   

December 31,

2024

 
             
U.S. treasury securities   $                  -     $ 3,731  
Corporate bonds     -       1,182  
Short-term investments   $ -     $ 4,913  

 

A summary of our long-term investments are as follows:

 

    September 30,
2025
   

December 31,

2024

 
             
Equity securities   $ 728     $ -  
Bifurcated embedded derivative asset     550       -  
Long-term investments   $ 1,278     $ -  

 

 

Fair Value Measurements

 

The Company’s financial instruments include cash, prepaid expenses, accounts payable, and accrued liabilities. The fair value of cash, prepaid expenses, accounts payable and accrued liabilities approximate their carrying values due to their short-term nature, which are all considered Level 1.

 

The Company’s financial instruments measured at fair value on a recurring basis consisted of U.S. treasury securities and corporate bonds. U.S. treasury securities are classified within Level 1 of the fair value hierarchy as they are valued based on quoted market price in an active market. Corporate bonds are valued based on quoted prices in markets that are less active and are generally classified within Level 2 of the fair value hierarchy.

 

The Company’s financial instruments include investment in equity securities and contingent consideration which are valued based on unobservable inputs which reflect the reporting entity’s own assumptions or data that market participants would use in valuing an instrument are generally classified within Level 3 of the fair value hierarchy.

 

As disclosed in Note 2 – Summary of Significant Accounting Policies and Supplemental Disclosures, the Company purchased digital assets held at fair value in August of 2025. The fair value of the Company’s digital assets is disclosed in Note 3 – Digital Asset Holdings. The digital assets are measured at fair value on a recurring basis using observable prices (Level 1).

 

Valuation Techniques

 

Bifurcated Embedded Derivative Assets

 

Bifurcated embedded derivatives are initially recorded at fair value and are then revalued at each reporting date. The fair value of the embedded derivative was calculated using a with and without method at issuance and revalued at the end of the reporting period using a Monte Carlo simulation model that used various assumptions related to term of the underlying agreement, equity value of the issuer, expected volatility, risk-free interest rate, credit risk adjusted rate, and the probability, timing, size of the future qualified financing or non-qualified financing rounds. Because the embedded conversion features are initially and subsequently carried at fair values, the Company’s condensed consolidated statements of operations will reflect the volatility in these estimate and assumption changes. The bifurcated embedded derivative net asset was $550 as of September 30, 2025. Refer to Note 6 – Promissory Convertible Notes for further details.

 

Contingent Consideration

 

Contingent consideration relates to the earnout payment set forth in the Stock Purchase Agreement governing the acquisition of Lyvecom, Inc., which provided that the selling shareholders of Lyvecom, Inc. could receive up to an additional $3,000 in cash over a 24-month earn-out period based on Lyvecom’s achievement of various performance metrics. We classified contingent consideration within level 3 of the fair value hierarchy because the fair value is derived using significant unobservable inputs, which include revenue risk premium and revenue volatility and was valued at $600. See Note 15 – Acquisition for further details of this acquisition.

 

 

As disclosed in Note 2 – Summary of Significant Accounting Policies and Supplemental Disclosures, the Company purchased digital assets held at fair value in August of 2025. The fair value of the Company’s digital assets is disclosed in Note 3 – Digital Asset Holdings and is included in the fair value table below. The digital assets are measured at fair value on a recurring basis using observable prices (Level 1).

 

Financial instruments measured at fair value on a recurring basis as of September 30, 2025 are classified based on the valuation technique in the table below:

 

Fair Value Measurements Using

 

   

Quoted Prices

in Active

Markets

for

Identical Assets

(Level 1)

   

Significant

Other

Observable

Inputs

(Level 2)

   

Significant

Unobservable

Inputs (Level 3)

    Total  
                         
Digital assets                                
TON   $ 587,800     $       -     $         -     $ 587,800  
Other digital assets     442       -       -       442  
Total digital assets   $ 588,242     $ -     $ -     $ 588,242  
Non-marketable equity securities                                
Non-marketable equity securities   $ -     $ -     $ 728     $ 728  
Total non-marketable equity securities   $ -     $ -     $ 728     $ 728  
Derivative assets                                
Bifurcated embedded derivative asset   $ -     $ -     $ 550     $ 550  
Total derivative assets   $ -     $ -     $ 550     $ 550  
Derivative liability                                
Contingent consideration   $ -     $ -     $ (600 )   $ (600 )
Total derivative liabilities   $ -     $ -     $ (600 )   $ (600 )