Fair Value Measurement (Tables)
|
9 Months Ended |
12 Months Ended |
Sep. 30, 2025 |
Dec. 31, 2024 |
| Fair Value Measurement [Abstract] |
|
|
| Schedule of Financial Liabilities 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 related party loan payable for the
three and nine months ended September 30, 2025 (in thousands):
| | |
Loans
payable - related
party | |
| Fair
value as of January 1, 2025 | |
$ | — | |
| Assumption
of convertible note upon closing of the Business Combination | |
| 3,898 | |
| Proceeds
Received | |
| 11,000 | |
| Repayments
of debt | |
| (610 | ) |
| Loss
on change in the fair value of related party convertible debt | |
| 71 | |
| Fair
value as of September 30, 2025 | |
$ | 14,359 | |
|
As
of December 31, 2024 and 2023, the Company’s financial liabilities measured at fair value on a recurring basis, were as follows
(in thousands):
| | |
Fair
value as of December 31, 2024 | |
| | |
Level 1 | | |
Level 2 | | |
Level 3 | | |
Total | |
| Liabilities: | |
| | |
| | |
| | |
| |
| Convertible
Notes at fair value | |
$ | — | | |
$ | — | | |
$ | 2,235 | | |
$ | 2,235 | |
| Total
liabilities measured at fair value | |
$ | — | | |
$ | — | | |
$ | 2,235 | | |
$ | 2,235 | |
| | |
Fair
value as of December 31, 2023 | |
| | |
Level 1 | | |
Level 2 | | |
Level 3 | | |
Total | |
| Liabilities: | |
| | |
| | |
| | |
| |
| Convertible
Notes at fair value | |
$ | — | | |
$ | — | | |
$ | 1,714 | | |
$ | 1,714 | |
| Total
assets measured at fair value | |
$ | — | | |
$ | — | | |
$ | 1,714 | | |
$ | 1,714 | |
|
| Schedule of Fair Value of the Company’s Level 3 Financial Instruments |
|
The
following table sets forth a summary of the changes in the fair value of the Company’s Level 3 financial instruments for the years
ended December 31, 2024 and 2023 (in thousands):
| | |
Tasly
convertible
debt at fair
value | |
| Fair
value as of January 1, 2023 | |
$ | — | |
| Issuance
of Convertible Notes | |
| 1,600 | |
| Accrued
stated interest | |
| 92 | |
| Change
in fair value included in other income and loss on change in the fair value of Tasly convertible debt | |
| 22 | |
| Fair
value as of December 31, 2023 | |
$ | 1,714 | |
| | |
| | |
| Fair
value as of January 1, 2024 | |
$ | 1,714 | |
| Issuance
of Convertible Notes | |
| 16 | |
| Accrued
stated interest | |
| 194 | |
| Change
in fair value included in other income and loss on change in the fair value of Tasly convertible debt | |
| 311 | |
| Fair
value as of December 31, 2024 | |
$ | 2,235 | |
|
| Schedule of Company’s Financial Assets and Liabilities Measured at Fair Value |
As
of September 30, 2025 and December 31, 2024, the Company’s financial assets and liabilities measured at fair value on a recurring
basis, were as follows (in thousands):
| | |
As
of September 30, 2025 | |
| | |
Level
1 | | |
Level
2 | | |
Level
3 | | |
Total | |
| Assets: | |
| | |
| | |
| | |
| |
| Digital
assets (Bitcoin) | |
$ | 972 | | |
$ | — | | |
$ | — | | |
$ | 972 | |
| Liabilities: | |
| | | |
| | | |
| | | |
| | |
| Related
Party Convertible Notes at fair value | |
$ | — | | |
$ | — | | |
$ | 4,127 | | |
$ | 4,127 | |
| Loans
payable - related party | |
| — | | |
| — | | |
| 14,359 | | |
| 14,359 | |
| Warrant
liabilities - Private Placement Warrants | |
| — | | |
| — | | |
| 287 | | |
| 287 | |
| Warrant
liabilities - Representative’s Warrants | |
| — | | |
| — | | |
| 23 | | |
| 23 | |
| Total
liabilities measured at fair value | |
$ | — | | |
$ | — | | |
$ | 18,797 | | |
$ | 18,797 | |
| | |
As
of December 31, 2024 | | |
| |
| | |
Level
1 | | |
Level
2 | | |
Level
3 | | |
Total | |
| Liabilities: | |
| | |
| | |
| | |
| |
| Related
Party Convertible Notes 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 |
The key
inputs into the Monte Carlo simulation model for the warrant liabilities were as follows at September 30, 2025 and July 11, 2025
| | |
September 30,
2025 | | |
July
11,
2025 | |
| Input | |
| | |
| |
| Risk-free
interest rate | |
| 3.73 | % | |
| 3.99 | % |
| Expected
term (years) | |
| 4.8 | | |
| 5.00 | |
| Expected
volatility | |
| 91.80 | % | |
| 42.00 | % |
| Exercise price | |
$ | 11.50 | | |
$ | 11.50 | |
| Fair value of
Common Stock | |
$ | 0.30 | | |
$ | 2.50 | |
The
key inputs into the Monte Carlo simulation model for the Loan Payable - Related Party were as follows at September 30, 2025 and July
11, 2025:
| | |
September 30,
2025 | | |
July
11,
2025 | |
| Input | |
| | |
| |
| Risk-free
interest rate | |
| 3.66 | % | |
| 4.00 | % |
| Expected
term (years) | |
| 1.28 | | |
| 1.50 | |
| Expected
volatility | |
| 72.6 | % | |
| 82.70 | % |
| Fair value of
Common Stock | |
$ | 0.30 | | |
$ | 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 three and nine months ended September 30, 2025 (in thousands):
| | |
Private
Placement
Warrants | | |
Representative’s
Warrants | | |
Total Level 3
Warrant
liabilities | |
| Fair value at
Beginning of period | |
$ | - | | |
$ | - | | |
$ | - | |
| Assumption
of warrant liabilities | |
| 1,107 | | |
| 87 | | |
| 1,194 | |
| Change
in fair value of warrant liabilities | |
| (820 | ) | |
| (64 | ) | |
| (884 | ) |
| Fair
value at September 30, 2025 | |
$ | 287 | | |
$ | 23 | | |
$ | 311 | |
|
|
| 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 Debt Payable
for the three and nine months ended September 30, 2025 and 2024 (in thousands):
| | |
Related
Party
Convertible Debt
Payable, at
Fair Value | |
| Fair
value as of January 1, 2025 | |
$ | 2,234 | |
| Loss
on change in the fair value of related party convertible debt | |
| 156 | |
| Fair
value as of March 31, 2025 | |
| 2,390 | |
| Loss
on change in the fair value of related party convertible debt | |
| 153 | |
| Fair
value as of June 30, 2025 | |
| 2,543 | |
| Assumption
of related party convertible note upon closing of the Business Combination | |
| 2,162 | |
| Gain
on change in the fair value of related party convertible debt | |
| (578 | ) |
| Fair
value as of September 30, 2025 | |
$ | 4,127 | |
| | |
Related
Party
Convertible Debt
Payable, at
Fair Value | |
| Fair
value as of January 1, 2024 | |
$ | 1,714 | |
| Issuance
of Tasly Convertible Notes | |
| 16 | |
| Loss
on change in the fair value of related party convertible debt | |
| 44 | |
| Fair
value as of March 31, 2024 | |
| 1,774 | |
| Loss
on change in the fair value of related party convertible debt | |
| 64 | |
| Fair
value as of June 30, 2024 | |
| 1,838 | |
| Loss
on change in the fair value of related party convertible debt | |
| 320 | |
| Fair
value as of September 30, 2024 | |
$ | 2,158 | |
|
|