Fair Value Measurement (Tables)
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6 Months Ended |
Jun. 30, 2025 |
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| Fair Value Disclosures [Abstract] |
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| Schedule of Assets and Liabilities that are Measured at Fair Value on a Recurring Basis |
The following table presents the Company’s fair value hierarchy for its assets and liabilities measured at fair value as of June 30, 2025 and December 31, 2024 (in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | June 30, 2025 | | Level 1 | | Level 2 | | Level 3 | | Total | | Assets: | | | | | | | | | Cash equivalents | $ | 21,522 | | | $ | — | | | $ | — | | | $ | 21,522 | | Total assets | $ | 21,522 | | | $ | — | | | $ | — | | | $ | 21,522 | | | | | | | | | | | Liabilities: | | | | | | | | | | | | | | | | | FPA Put Option liability | $ | — | | | $ | — | | | $ | 30,015 | | | $ | 30,015 | | | Fixed Maturity Consideration and current portion of the FPA Put Option | — | | | — | | | 4,123 | | | 4,123 | | | | | | | | | | | Brookfield Loan liability | — | | | — | | | 19,435 | | | 19,435 | | PIPE Warrant | — | | | — | | | 28,350 | | | 28,350 | | | Private Placement Warrants | — | | | — | | | 89 | | | 89 | | | Public Warrants | 207 | | | — | | | — | | | 207 | | Total liabilities | $ | 207 | | | $ | — | | | $ | 82,012 | | | $ | 82,219 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | December 31, 2024 | | | Level 1 | | Level 2 | | Level 3 | | Total | | Assets: | | | | | | | | | Cash equivalents | $ | 30,136 | | | $ | — | | | $ | — | | | $ | 30,136 | | Total assets | $ | 30,136 | | | $ | — | | | $ | — | | | $ | 30,136 | | | | | | | | | | | Liabilities: | | | | | | | | | Convertible Note | $ | — | | | $ | — | | | $ | 51,112 | | | $ | 51,112 | | | FPA Put Option liability | — | | | — | | | 30,015 | | | 30,015 | | | Fixed Maturity Consideration | — | | | — | | | 4,123 | | | 4,123 | | | Brookfield SAFE liability | — | | | — | | | 13,223 | | | 13,223 | | | Private Placement Warrants | — | | | — | | | 1,432 | | | 1,432 | | | Public Warrants | 2,099 | | | — | | | — | | | 2,099 | | Total Liabilities | $ | 2,099 | | | $ | — | | | $ | 99,905 | | | $ | 102,004 | |
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| Schedule of Quantitative Information Regarding Level 3 Fair Value Measurement Inputs |
The following table represents the inputs used in calculating the fair value of the prepaid forward contract and the Fixed Maturity Consideration as of June 30, 2025 and December 31, 2024: | | | | | | | | | | | | | June 30, 2025 | | December 31, 2024 | | Stock price | $ | 0.27 | | $ | 1.37 | | Term (in years) | 0 | | 0 | | Expected volatility | N/A | | N/A | | Risk-free interest rate | N/A | | N/A | | Expected dividend yield | —% | | —% |
The following table represents the inputs used in calculating the fair value of the Convertible Note as of May 7, 2025 and December 31, 2024: | | | | | | | | | | | | | May 7, 2025 | | December 31, 2024 | | Stock price | $ | 0.24 | | $ | 1.37 | | Term (in years) | 0 | | 4.6 | | Expected volatility | —% | | 110.0% | | Risk-free interest rate | —% | | 4.3% | | Expected dividend yield | —% | | —% |
Significant inputs for Level 3 Brookfield SAFE measurement at February 14, 2025 and December 31, 2024 are as follows: | | | | | | | | | | | | | February 14, 2025 | | December 31, 2024 | | Initial purchase amount | $ | 50,000 | | $ | 50,000 | | Liquidity price | $ | 10.00 | | $ | 10.00 | | Stock price | $ | 0.75 | | $ | 1.37 | Term (in years) | 0.88 | | 3.11 | Expected volatility | 60.0% | | 67.5% | Risk-free interest rate | 4.3% | | 4.3% | Expected dividend yield | —% | | —% |
Significant inputs for Level 3 Brookfield Loan measurement at June 30, 2025 and February 14, 2025 are as follows: | | | | | | | | | | | | | June 30, 2025 | | February 14, 2025 | | Adjusted remaining amount | $ | 23,948 | | $ | 10,123 | | Term (in years) | 0.25 | | 1.46 | | Discount rate | 40.0% | | 40.0% |
The following table represents the weighted average inputs used in calculating the fair value of the Private Placement Warrants outstanding as of June 30, 2025 and December 31, 2024: | | | | | | | | | | | | | June 30, 2025 | | December 31, 2024 | | Stock price | $ | 0.27 | | $ | 1.37 | | Exercise price | $ | 11.50 | | $ | 11.50 | | Term (in years) | 2.61 | | 3.11 | | Expected volatility | 110.0% | | 97.5% | | Risk-free interest rate | 3.70% | | 4.28% | | Expected dividend yield | —% | | —% |
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| Schedule of Change in the Fair Value of the Derivative Warrant Liabilities, Measured using Level 3 Inputs |
The following tables represent reconciliations of the fair value measurements of the assets and liabilities using significant unobservable inputs (Level 3) (in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Convertible Note | | PIPE Warrant | | FPA Put Option | | Fixed Maturity Consideration | | Brookfield SAFE | | Brookfield Loan | | Private Placement Warrants | Balance as of January 1, 2025 | $ | (51,112) | | | $ | — | | | $ | (30,015) | | | $ | (4,123) | | | $ | (13,223) | | | $ | — | | | $ | (1,432) | | | Extinguishment of the Brookfield SAFE | — | | — | | — | | — | | 13,274 | | | — | | — | Issuance of PIPE Warrant | — | | | (24,950) | | | — | | | — | | | — | | | — | | | — | | | Issuance of the Brookfield Loan | — | | — | | — | | — | | — | | (19,490) | | | — | | Partial settlement of Brookfield Loan | — | | — | | — | | — | | — | | 12,500 | | | — | Conversion of Convertible Note to common stock | 8,132 | | | — | | | — | | | — | | | — | | | — | | | — | | (Loss) gain recognized in the consolidated statement of operations and comprehensive loss | 42,980 | | | (3,400) | | | — | | | — | | | (51) | | | (12,445) | | | 1,343 | | | Balance as of June 30, 2025 | $ | — | | | $ | (28,350) | | | $ | (30,015) | | | $ | (4,123) | | | $ | — | | | $ | (19,435) | | | $ | (89) | |
| | | | | | | | | | | | | | | | | | | | | | | | | FPA Put Option | | Fixed Maturity Consideration | | Brookfield SAFE | | Private Placement Warrants | | Balance as of January 1, 2024 | $ | (37,523) | | | $ | (7,228) | | | $ | (25,150) | | | $ | (3,914) | | (Loss) gain recognized in other expense, net on the consolidated statement of operations and comprehensive loss | (22,980) | | | (1,018) | | | 15,900 | | | 2,148 | | | Balance as of June 30, 2024 | $ | (60,503) | | | $ | (8,246) | | | $ | (9,250) | | | $ | (1,766) | |
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