v3.26.1
Related Party Transactions
3 Months Ended
Mar. 31, 2026
Related Party Transactions [Abstract]  
Related Party Transactions

Note 16. Related Party Transactions

Consulting and Advisory Agreement

The Company has an advisory and consulting services agreement with Arcline Arxis Advisory I, L.P., an affiliate of Arcline Investment Management, L.P. (Arcline). The Company pays advisory fees upon consummation of certain transactions. The agreements expire upon the mutual agreement of Arcline and the Company. For the three months ended March 31, 2026 and 2025, the Company incurred $732 and $1,203, respectively, and paid $613 and $1,086, respectively, for these services. The costs are included within Selling, general and administrative expenses in the Condensed Combined Statements of Operations.

Payables due to Related Parties

The Company has a note payable due to an affiliate of Arcline of $5,500, which is unsecured and due in April 2030 and is included in Other long-term liabilities for the periods presented. The notes are interest-bearing at SOFR plus 3.50% and mature on April 19, 2030 with outstanding principal and interest due at that time.

Receivables due from Related Parties

The Company has entered into notes receivable with certain executives of the Company. The notes are interest-bearing at the long-term applicable federal rate as of the date of issuance. The notes receivable mature in ten years from the date of issuance, or earlier under certain triggering events, with outstanding principal and interest due at that time. The notes are secured with recourse to the equity interests of the respective executive.

The notional amount of the outstanding notes receivable as of March 31, 2026 and December 31, 2025 was $7,000 and $28,500, respectively, and is recorded within Members’ equity on the Condensed Combined Balance Sheets. During the three months ended March 31, 2026, notes receivable with an aggregate notional amount of $21,500 were extinguished, of which $4,000 was settled in cash and $17,500 was settled through the surrender, transfer, and cancellation of certain equity interests held by the respective borrower.

Leases

The Company leases certain manufacturing facilities and transportation equipment under operating leases with affiliates of Arcline. Total related party lease payments were not material for the three months ended March 31, 2026 and 2025.

Transition Services Agreements

As of March 31, 2026 and December 31, 2025, the Company had $1,579 and $4,622, respectively, of receivables due from affiliates of Arcline recorded within Prepaid expenses and other current assets on the Condensed Combined Balance Sheets, for services provided under transition service agreements (“TSAs”). These amounts relate to technology, finance, human resources, and payroll support and are expected to be billed and collected within twelve months. The TSAs are valid until mutual agreement to terminate. During the three months ended March 31, 2026 and 2025, the Company did not recognize income related to these TSAs.