Business Combination (Tables)

3 Months Ended

Mar. 31, 2026

Business Combination [Abstract]

Schedule of Allocation of Purchase Price

The following table summarizes the allocation of the purchase price as of the acquisition date:

Cash on hand, net of cash acquired		$	270,346
Fair value of contingent consideration⁽¹⁾			11,134
Total purchase price		$	281,480

Allocation of consideration:
Ceres net liabilities assumed		$	(3,803	)
Intangible assets⁽²⁾			143,500
Fair value of net assets acquired		$	139,697

Goodwill resulting from the Ceres Acquisition⁽³⁾		$	141,783

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⁽¹⁾

Measured at fair value using a Monte Carlo simulation. See below for additional information.

⁽²⁾

Represents purchase price allocated to a customary advisory agreement ($135,000) and trade name ($8,500) which were determined to have a finite-life (estimated useful life of 25 years). The customary advisory agreement was valued using the multi-period excess earnings method. This method relied upon significant unobservable inputs including a long-term revenue growth rate of approximately (0.1%) and a discount rate of 15.5%. The revenue growth rate contemplates that Ceres Farms, the fund from which the Company derives revenues, will cease accepting new capital, with future business expected to be allocated to a new farmland fund to be formed. The trade name is finite-lived (estimated useful life of 25 years) and was valued using the relief-from-royalty method. Significant unobservable inputs include a long-term revenue growth rate of approximately 3.0%, a royalty rate of 2.0% and a discount rate of 15.5%.

⁽³⁾

Goodwill arising from the Ceres Acquisition represents expected synergies from the integration of Ceres and the Company, including capital raising activities for a new farmland fund to be formed. Goodwill is not amortized for financial reporting purposes, and both goodwill and intangible assets are expected to be fully deductible for tax purposes.