Debt |
3 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Mar. 31, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| DEBT | DEBT Loan and Security Agreement As of March 31, 2026, the 2025 Loans are as follows:
Loan Agreements as of March 31, 2026 The Company’s outstanding debt consists of borrowings under its Third Amended and Restated Loan and Security Agreement and Mezzanine Loan and Security Agreement issued in connection with the acquisition of ISA, including the $14.6 million senior term loan (the “2025 Term Loan”) maturing September 1, 2028 and the $34.0 million mezzanine term loan (the “2025 Mezzanine Loan”) maturing December 18, 2028. The Company’s borrowings are secured by substantially all of the Company’s assets and are subject to customary covenants and reporting requirements. The Company pays interest on the 2025 Term Loan on the first of each month with the first payment on January 1, 2026. The Company pays interest on the 2025 Mezzanine Loan on the first of each month with the first payment made on January 1, 2026. In connection with the issuance of the 2025 Mezzanine Loan, the Company executed new warrant agreements to issue certain new warrants (the “2025 Bank Warrants”) to the lenders of the Mezzanine Loan (see Note 8). The Third Amended and Restated Loan and Security Agreement and Mezzanine Loan and Security Agreement (collectively, the “Loan Agreements”) contain a number of customary representations, warranties, and covenants that, among other things, limit the ability of the Company and its subsidiaries to (subject to certain qualifications and exceptions): create liens and encumbrances; incur additional indebtedness; merge, dissolve, liquidate, or consolidate; make acquisitions, investments, advances, or loans; dispose of or transfer assets; pay dividends or make other payments in respect of its capital stock; amend certain material documents; redeem or repurchase certain debt; make payments on subordinated debt; and engage in certain transactions with affiliates. The Loan Agreements also contain customary events of default, including, but not limited to: nonpayment of principal, interest, fees, or other amounts; material inaccuracy of a representation or warranty; failure to perform or observe covenants; cross-defaults with certain other indebtedness; bankruptcy and insolvency events; material monetary judgment defaults; and the occurrence of a material adverse change. Upon the occurrence of an event of default (subject, in certain cases, to notice and grace periods), the obligations under the Loan Agreements may be accelerated. Debt issuance costs and discounts related to the 2025 Loans are recorded as a reduction of the related debt and are amortized to interest expense using the effective interest method over the expected term of the 2025 Loans. Debt issuance costs consist of direct costs incurred to obtain financings under the Loan Agreements. Amortization of debt discounts and issuance costs on the 2025 Loans was $0.2 million and $14 thousand for the 2025 Mezzanine Loan and 2025 Term Loan, respectively, for the three months ended March 31, 2026 and is included in interest expense in the accompanying consolidated statement of operations. The effective interest rates are 7.18% and 12.34% for 2025 Senior Term Loan and 2025 Mezzanine Loan, respectively. Total unamortized debt discounts and issuance costs on the 2025 Loans for the period ended March 31, 2026, were $2.0 million, of which $0.3 million were for 2025 Senior Term Loan and $1.7 million were for 2025 Mezzanine Loan. The Company incurred total interest expense on the 2025 Loans of $1.3 million for the three months ended March 31, 2026, which consisted of $0.2 million for 2025 Term Loan and $1.1 million for 2025 Mezzanine Loan. The total interest expense for the three months ended March 31, 2025 was nil. As noted in Note 1 - Nature of Business and Basis of Presentation, on May 8, 2026, the Company closed its IPO and received aggregate gross proceeds of approximately $478.4 million before deducting underwriting discounts and commissions and offering expenses. In connection with the IPO, the Company used $49.7 million of the net proceeds to repay all outstanding borrowings and associated fees under the Loan and Security Agreement, including interest. Letters of Credit As of March 31, 2026, the Company had three standby letters of credit from Silicon Valley Bank (the "Bank") outstanding, totaling approximately $4.6 million.
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