Quarterly report pursuant to Section 13 or 15(d)

Fair Value Measurements

v3.22.2.2
Fair Value Measurements
9 Months Ended
Sep. 30, 2022
Fair Value Measurements  
Fair Value Measurements

Note 9 — Fair Value Measurements

The following tables present information about the Company’s financial assets and liabilities that are measured at fair value on a recurring basis as of September 30, 2022 and December 31, 2021, and indicate the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value:

September 30, 2022

Significant

Significant Other

Other

Quoted Prices in

Observable

Unobservable

Active Markets

Inputs

Inputs

Description

    

(Level 1)

    

(Level 2)

    

(Level 3)

Assets:

Investments held in Trust Account U.S. Treasury securities

 

$

288,558,948

 

$

$

Liabilities:

Derivative warrant liabilities – Public Warrants

$

$

479,167

$

Derivative warrant liabilities – Private Placement Warrants

$

$

13,333

$

December 31, 2021

Significant

Significant Other

Other

Quoted Prices in

Observable

Unobservable

Active Markets

Inputs

Inputs

Description

    

(Level 1)

    

(Level 2)

    

(Level 3)

Assets:

Investments held in Trust Account – U.S. Treasury securities

 

$

287,520,384

 

$

$

Liabilities:

Derivative warrant liabilities – Public Warrants

$

5,750,000

$

$

Derivative warrant liabilities – Private Placement Warrants

$

$

160,000

$

Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement in March 2021 when the Public Warrants were separately listed and traded. The estimated fair value of the Private Placement Warrants was transferred from a Level 3 measurement to a Level 2 fair value measurement at the same time as Public Warrants, as the transfer of Private Placement Warrants to anyone who is not a permitted transferee would result in the Private Placement Warrants having substantially the same terms as the Public Warrants. The estimated fair value of Public Warrants was transferred from a Level 1 measurement to a Level 2 measurement due to lack of trading activity as of June 30, 2022. The Public Warrants were still held at Level 2 as of September 30, 2022 due to lack of trading activity. There were no other transfers to/from Levels 1, 2, and 3 during the nine months ended September 30, 2022.

Level 1 instruments include investments in money market funds that invest solely in U.S. Treasury securities. The Company uses quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments.

Level 2 instruments include Private Placement Warrants and Public Warrants. The Company uses the same quoted market prices from dealers or brokers, and other similar sources as Public Warrants to determine the fair value of its investments.

There were no Level 3 measurement inputs used in the nine months ended September 30, 2022.

For the three months ended September 30, 2022 and 2021, the Company recognized a change to the statement of operations resulting from a decrease (increase) in the fair value of liabilities of approximately $591,000 and $3.1 million, respectively, presented as change in fair value of derivative warrant liabilities on the accompanying condensed statements of operations. For the nine months ended September 30, 2022 and 2021, the Company recognized a change to the condensed statements of operations resulting from a decrease (increase) in the fair value of liabilities of approximately $5.4 million and $4.2 million, respectively, presented as change in fair value of derivative warrant liabilities on the accompanying condensed statements of operations.

The change in the fair value of the derivative warrant liabilities, measured using Level 3 inputs, for the nine months ended September 30, 2021 is summarized as follows:

Derivative warrant liabilities at January 1, 2021

    

$

Issuance of Public and Private Warrants

 

10,638,000

Transfer of Public Warrants to Level 1

(10,350,000)

Transfer of Private Warrants to Level 2

(288,000)

Change in fair value of derivative warrant liabilities

Derivative warrant liabilities at September 30, 2021

$