Fair Value Measurements | 7. Fair Value Measurements Certain of the Company’s financial instruments are not measured at fair value on a recurring bass but are recorded at amounts that approximate their fair value due to their liquid or short-term nature, such as accounts payable, accrued expenses and other current liabilities. Origo Acquisition Corporation A shareholder meeting of “Origo Acquisition Corporation” (“Origo”) was held on March 12, 2018, at which the Origo shareholders approved the extension of the date by which to consummate a business combination to June 12, 2018. As of March 31, 2018, the Company valued its investment in Origo, a publicly traded company, utilizing the following assumptions: probability of a successful business combination of 38.4 10.96 0.44 0.36 0.1 1.3 0.3 Securities Owned National December 31, Risk-free interest rate 1.53% 2.2 % Expected dividend yield % Expected term in years .43 4.35 Remaining volatility 369.19% 59.69 % Strike price $0.01 $10.00 ($in thousands) Fair Value of Beginning balance at September 30, 2017 $ 548 Change in fair value of derivative liabilities 138 Ending balance at December 31, 2017 $ 686 Warrant Liabilities Helocyte The fair value of Helocyte’s warrant liability, which was issued in connection with Helocyte’s convertible note (see Note 11), was measured using a Monte Carlo simulation valuation methodology. A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring Helocyte’s warrant liabilities that are categorized within Level 3 of the fair value hierarchy as of March 31, 2018 is as follows: March 31, Risk-free interest rate 2.411% - 2.447 % Expected dividend yield - % Expected term in years 3.25 3.67 Expected volatility 70.0 % Strike price $ 0.46 ($in thousands) Fair Value of Beginning balance at January 1, 2018 $ 87 Change in fair value of derivative liabilities (9) Ending balance at March 31, 2018 $ 78 Notes at Fair Value Helocyte Helocyte’s convertible note is measured at fair value using the Monte Carlo simulation valuation methodology. A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring Helocyte’s convertible debt that is categorized within Level 3 of the fair value hierarchy as of March 31, 2018 is as follows: March 31, 2018 Risk-free interest rate 1.96%- 2.21 % Expected dividend yield - % Expected term in years 0.58 1.67 Expected volatility 53.1 % ($in thousands) Helocyte Beginning balance at January 1, 2018 $ 4,700 Payment of convertible notes (1,858) Change in fair value of convertible notes (331) Ending balance at March 31, 2018 $ 2,511 Caelum Caelum’s convertible debt is measured at fair value using the Monte Carlo simulation valuation methodology. A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring Caelum’s convertible debt that is categorized within Level 3 of the fair value hierarchy as of March 31, 2018 is as follows: March 31, 2018 Risk-free interest rate 1.71%- 2.17 % Expected dividend yield - % Expected term in years 0.21 1.46 Expected volatility 53.1 % ($in thousands) Caelum Beginning balance at January 1, 2018 $ 10,059 Change in fair value of convertible notes 81 Ending balance at March 31, 2018 $ 10,140 Fair Value Measurement as of March 31, 2018 ($in thousands) Level 1 Level 2 Level 3 Total Assets Long-term investments, at fair value $ $ $ 1,272 $ 1,272 Total $ $ $ 1,272 $ 1,272 Liabilities Warrant liabilities $ $ $ 78 $ 78 Caelum Convertible Note, at fair value 10,140 10,140 Helocyte Convertible Note, at fair value 2,511 2,511 Total $ $ $ 12,729 $ 12,729 Fair Value Measurement as of December 31, 2017 ($in thousands) Level 1 Level 2 Level 3 Total Assets Long-term investments, at fair value $ $ $ 1,390 $ 1,390 Total $ $ $ 1,390 $ 1,390 Liabilities Warrant liabilities $ $ $ 87 $ 87 Caelum Convertible Note, at fair value 10,059 10,059 Helocyte Convertible Note, at fair value 4,700 4,700 Total $ $ $ 14,846 $ 14,846 Fair Value Measurement as of December 31, 2017 Level 1 Level 2 Level 3 Total Assets National Securities owned, at fair value Corporate stocks $ 65 $ - $ - $ 65 Municipal bonds 3,452 - - 3,452 Restricted stock - 75 - 75 Warrants - - 686 686 Total $ 3,517 $ 75 $ 686 $ 4,278 Liabilities National Securities sold, but not yet purchased at fair value Contingent consideration - - 717 717 Warrants issued - National - - 6,671 6,671 Total $ - $ - $ 7,388 $ 7,388 Fair Value Measurement as of September 30, 2017 Level 1 Level 2 Level 3 Total Assets National Securities owned, at fair value Corporate stocks $ 116 $ - $ - $ 116 Municipal bonds 1,239 - - 1,239 Restricted stock - 82 - 82 Warrants - - 548 548 Total $ 1,355 $ 82 $ 548 $ 1,985 Liabilities National Securities sold, but not yet purchased at fair value Municipal bonds 151 - - 151 Contingent consideration - - 311 311 Warrants issued - National - - 5,597 5,597 Total $ 151 $ - $ 5,908 $ 6,059 Warrants issued - National The fair value of the 5.4 44 December 31, Dividend yield % Expected volatility 46.13 % Risk-free interest rate 2.20 % Life (in years) 3.69 ($ in thousands) National’s Beginning balance at September 30, 2017 $ 5,597 Change in fair value of derivative liability 1,074 Ending balance at December 31, 2017 $ 6,671 National listed the warrants on the Nasdaq Capital Market under the symbol “NHLDW” in February 2017. ($ in thousands) Investment in Helocyte Caelum Warrants Warrant Total Balance at December 31, 2017 $ 1,390 $ 4,700 $ 10,059 $ 5,597 $ 87 $ 21,833 Payment of convertible note - (1,858) - - - (1,858) Change in fair value of investments (118) - - - - (118) Change in fair value of convertible notes - (331) 81 - - (250) Change in fair value of derivative liabilities - - - 1,074 (9) 1,065 Balance at March 31, 2018 $ 1,272 $ 2,511 $ 10,140 $ 6,671 $ 78 $ 20,672 For the three months ended March 31, 2018, no transfers occurred between Level 1, Level 2 and Level 3 instruments. |