CervoMed Inc. Fair Value Disclosure
Note 5. Fair Value of Financial Instruments
The Company’s financial instruments consist primarily of cash, cash equivalents, marketable securities, accounts payable, previously outstanding convertible notes and accrued liabilities. The Company’s cash, cash equivalents, accounts payable and accrued liabilities approximate fair value due to their relatively short maturities. The Company determined the fair value of its previously outstanding convertible notes as described in Note 9.
The following table presents the Company’s assets that are measured at fair value on a recurring basis:
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December 31, 2024 |
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(Level 1) |
(Level 2) |
(Level 3) |
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Assets |
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Cash equivalents (money market accounts) |
$ | 7,559,336 | $ | — | $ | — | ||||||
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Marketable securities: |
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Commercial paper |
$ | — | $ | 18,032,943 | $ | — | ||||||
|
U.S. treasury bonds |
— | 7,951,060 | — | |||||||||
|
U.S. government agency bonds |
— | 3,938,520 | — | |||||||||
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Total assets measured at fair value |
$ | 7,559,336 | $ | 29,922,523 | $ | — | ||||||
|
December 31, 2023 |
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Assets |
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|
Cash equivalents (money market accounts) |
$ | 7,792,846 | $ | — | $ | — | ||||||
|
Total assets measured at fair value |
$ | 7,792,846 | $ | — | $ | — | ||||||
The fair values of the Company’s Level 2 marketable securities are estimated primarily based on benchmark yields, reported trades, market-based quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications, which represent a market approach. In general, a market approach is utilized if there is readily available and relevant market activity for an individual security. This valuation technique may change from period to period, based on the relevance and availability of market data.
The following is a summary of the Company's marketable securities which provides a reconciliation of amortized cost basis to fair value including cumulative unrealized gains and losses as of December 31, 2024:
|
Amortized Cost |
Unrealized gains |
Unrealized losses |
Fair Value |
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|
Commercial paper |
$ | 18,019,334 | $ | 16,393 | $ | (2,784 | ) | $ | 18,032,943 | |||||||
|
U.S. treasury bonds |
7,920,620 | 30,440 | — | 7,951,060 | ||||||||||||
|
U.S. government agency bonds |
3,926,372 | 12,148 | — | 3,938,520 | ||||||||||||
|
Total |
$ | 29,866,326 | $ | 58,981 | $ | (2,784 | ) | $ | 29,922,523 | |||||||
The following table presents a roll-forward of the fair value of the Convertible Notes (Note 9) for which fair value is determined by Level 3 inputs:
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Year Ended December 31, |
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|
2023 |
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Balance as of January 1, 2023 |
$ | 12,414,000 | ||
|
|
(5,424,251 | ) | ||
|
Reclassification to additional paid in capital upon conversion |
(6,989,749 | ) | ||
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Balance as of December 31, 2023 |
$ | — | ||
These Convertible Notes are no longer outstanding as of December 31, 2024 and 2023.
Valuation techniques used to measure fair value maximize the use of relevant observable inputs and minimize the use of unobservable inputs. The Convertible Notes are classified within Level 3 of the fair value hierarchy because the fair value measurement is based, in part, on significant inputs not observed in the market.
There were no transfers among Level 1, Level 2 or Level 3 categories in the years ended December 31, 2024 and 2023.
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.