v3.26.1
Business Combination - Schedule of Allocation of Purchase Price (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
USD ($)
Schedule of Allocation of Purchase Price [Abstract]  
Cash on hand, net of cash acquired $ 270,346
Fair value of contingent consideration 11,134 [1]
Total purchase price 281,480
Allocation of consideration:  
Ceres net liabilities assumed 3,803
Intangible assets 143,500 [2]
Fair value of net assets acquired 139,697
Goodwill resulting from the Ceres Acquisition $ 141,783 [3]
[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.