FAIR VALUE MEASUREMENT

12 Months Ended

Dec. 31, 2023

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENT

NOTE 11 – FAIR VALUE MEASUREMENT

The Company accounts for the Warrants as liabilities in accordance with the guidance contained in ASC 815-40, Derivatives and Hedging — Contracts in Entity’s Own Equity. In the case of certain of the Warrants, the Company does not control the occurrence of events, such as a tender offer or exchange, that may trigger cash settlement of the Warrants and not result in a change of control of the Company. As a result, such Warrants do not meet the criteria for equity treatment and the Warrants must be recorded as a derivative liability. Additionally, certain other Warrants contain adjustments to the settlement amount based on a variable that is not an input to the fair value of a “fixed-for-fixed” option as defined under ASC 815-40 and, accordingly, such Warrants are not considered indexed to the Company’s own stock and are not eligible for an exception from derivative accounting.

During the years ended December 31, 2023 and 2022, the Company estimated the aggregate fair value of the Warrants to purchase an aggregate of 4,737,908 shares of common stock classified as derivative liabilities using the Black-Scholes option pricing model (Level 3 inputs) using the following assumptions:

		2023				2022
		For the Years Ended
		December 31,
		2023				2022
Risk free interest rate			4.04	%			4.12	%
Expected term (years)			2.86				3.86
Expected volatility			87	%			94	%
Expected dividends			0.00	%			0.00	%

The following table sets forth a summary of the changes in the fair value of Level 3 liabilities that are measured at fair value on a recurring basis during the years ended December 31, 2022 and 2023:

		As Restated
Balance, January 1, 2022		$	10,814,206
Change in fair value of derivative liability			(5,272,473	)
Outstanding, December 31, 2022			5,541,733
Change in fair value of derivative liability			(3,997,780	)
Outstanding, December 31, 2023		$	1,543,953

Assets and liabilities measured at fair value on a recurring basis are as follows:


		Fair value measurements at reporting date using:
		Quoted prices in active markets for identical liabilities (Level 1)				Significant other observable inputs (Level 2)				Significant unobservable inputs (Level 3)				Total Fair Value
Assets:
Marketable securities as of December 31, 2023		$	10,181,618			$	-			$	-			$	10,181,618
Marketable securities as of December 31, 2022		$	13,035,636			$	-			$	-			$	13,035,636
Marketable securities		$	13,035,636			$	-			$	-			$	13,035,636

Liabilities:
Derivative liabilities as of December 31, 2023 (As Restated)		$	-			$	-			$	1,543,953			$	1,543,953
Derivative liabilities as of December 31, 2022 (As Restated)		$	-			$	-			$	5,541,733			$	5,541,733
Derivative liabilities (As Restated)		$	-			$	-			$	5,541,733			$	5,541,733

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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