Centurion Acquisition Corp. Fair Value Disclosure
NOTE 8. FAIR VALUE MEASUREMENTS
At December 31, 2025, assets held in the Trust Account were held in money market funds invested in U.S. treasury securities and at December 31, 2024, substantially all of the assets held in the Trust Account were held in U.S. Treasury Bills. The investments held in the Trust Account are classified as trading securities and presented at fair value on the balance sheets.
The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at December 31, 2025 and 2024 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
| Description | Level | December 31, 2025 | December 31, 2024 | |||||||||
| U.S. Treasury Securities | 1 | $ | 308,174,127 | $ | ||||||||
| U.S. Treasury Bills (Matured on 6/12/25) | 1 | $ | $ | 295,804,401 | ||||||||
The Company accounts for the Public and Private Warrants issued in connection with the Initial Public Offering and the private placement in accordance with the guidance contained in FASB ASC Topic 815, “Derivatives and Hedging”. Accordingly, the Company evaluated and classified the warrant instruments under equity treatment at its assigned value. As the warrants were determined to be classified as equity instruments, the warrants are not periodically revalued to fair value.
At the date of the Initial Public Offering, June 12, 2024, the fair value of the Public Warrants was determined to be $1,150,000.
The Public Warrants were valued using a Monte Carlo model and the valuation is considered a Level 3 valuation.
The following table presents the quantitative information regarding market assumptions used in the valuation of the Public Warrants:
| June 12, 2024 | ||||
| Market price of public stock | $ | 9.96 | ||
| Term (years) | 7.0 | |||
| Risk-free rate | 4.4 | % | ||
| Volatility | 7.2 | % | ||
The sale of the Founder Shares to the Company’s directors and director’s nominees by the Sponsor is in the scope of FASB ASC Topic 718, “Compensation-Stock Compensation” (“ASC 718”). Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date. The fair value of the 90,000 shares granted to the Company’s directors and director nominees on May 20, 2024 was $36,900 or $0.41 per share and the fair value of the 30,000 shares granted to the Company’s director on June 9, 2025 was $59,400 or $1.98 per share.
The Founder Shares were valued using a Monte Carlo model. The following criteria presents the quantitative information regarding market assumptions used in the Founder Share valuations:
| May 20, 2024 | June 9, 2025 | |||||||
| Volatility | 86.5 | % | 3.10 | % | ||||
| Risk free rate | 4.64 | % | 4.10 | % | ||||
| Underlying stock price | $ | 9.96 | $ | 10.59 | ||||
| Discount of lack of marketability (DLOM) | 18.6 | % | % | |||||
| Public warrant price | $ | $ | 0.30 | |||||
| Exercise price of warrants | $ | $ | 11.50 | |||||
| Remaining term of warrants (years) | 6.01 | |||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 12, 2026 | Showing above |
| 2024 | Mar 24, 2025 | |
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.