| Summary of Related-Party Debt |
Our related-party debt is summarized below (in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Balance as of June 30, 2026 | | | | | | | | | | Fair Value | | Maturity Year | | Interest Rate | | Principal Amount | | Amount | | Leveling | | | | | | | | | | | | | | | | | | | | | | December 2024 Convertible Promissory Note | 2027 | | Term SOFR +8.0% | | $ | 480,000 | | | $ | 774,350 | | | Level 3 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Balance as of December 31, 2025 | | | | | | | | Fair Value | | Maturity Year | | Interest Rate | | Principal Amount | | Amount | | Leveling | | | | | | | | | | | | | | | | | | | | | | December 2024 Convertible Promissory Note | 2027 | | Term SOFR +8.0% | | $ | 505,000 | | | $ | 477,093 | | | Level 3 |
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| Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis |
Financial assets and liabilities measured at fair value on a recurring basis are summarized below (in thousands): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Fair Value Measurements at June 30, 2026 | | | Total | | | Level 1 | | Level 2 | | Level 3 | | | | | | | | | | | | | Assets at Fair Value: | | | | | | | | | | | Current: | | | | | | | | | | | Cash and cash equivalents | $ | 75,670 | | | | $ | 75,670 | | | $ | — | | | $ | — | | | | U.S. Treasury securities | 281,701 | | | | 281,701 | | | — | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Noncurrent: | | | | | | | | | | | Restricted cash | 1,277 | | | | 1,277 | | | — | | | — | | | | | | | | | | | | | | Total assets measured at fair value | $ | 358,648 | | | | $ | 358,648 | | | $ | — | | | $ | — | | | | | | | | | | | | | | | Liabilities at Fair Value: | | | | | | | | | | | Current: | | | | | | | | | | | Contingent consideration | $ | (21) | | (1) | | $ | — | | | $ | — | | | $ | (21) | | | | Noncurrent: | | | | | | | | | | Related-party convertible note payable at | (774,350) | | | | — | | | — | | | (774,350) | | | | (352,383) | | | | — | | | — | | | (352,383) | | | RIPA derivative liability (Note 10) | (23,700) | | | | — | | | — | | | (23,700) | | | Stock option purchase liability (Note 10) | (306) | | | | — | | | — | | | (306) | | | | Total liabilities measured at fair value | $ | (1,150,760) | | | | $ | — | | | $ | — | | | $ | (1,150,760) | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | Fair Value Measurements at December 31, 2025 | | | Total | | | Level 1 | | Level 2 | | Level 3 | | | | | | | | | | | | | Assets at Fair Value: | | | | | | | | | | | Current: | | | | | | | | | | | Cash and cash equivalents | $ | 88,334 | | | | $ | 88,334 | | | $ | — | | | $ | — | | | | U.S. Treasury securities | 154,484 | | | | 154,484 | | | — | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Noncurrent: | | | | | | | | | | | Restricted cash | 1,097 | | | | 1,097 | | | — | | | — | | | | | | | | | | | | | | Total assets measured at fair value | $ | 243,915 | | | | $ | 243,915 | | | $ | — | | | $ | — | | | | | | | | | | | | | | | Liabilities at Fair Value: | | | | | | | | | | | Current: | | | | | | | | | | | Contingent consideration | $ | (22) | | (1) | | $ | — | | | $ | — | | | $ | (22) | | | | Noncurrent: | | | | | | | | | | Related-party convertible note payable at | (477,093) | | | | — | | | — | | | (477,093) | | | | (84,417) | | | | — | | | — | | | (84,417) | | | RIPA derivative liability (Note 10) | (19,400) | | | | — | | | — | | | (19,400) | | | Stock option purchase liability (Note 10) | (322) | | | | — | | | — | | | (322) | | | | Total liabilities measured at fair value | $ | (581,254) | | | | $ | — | | | $ | — | | | $ | (581,254) | | |
_______________ | | | | | | | (1) | Contingent consideration is recorded at estimated fair value and revalued each reporting period until the related contingency is resolved. The fair value measurement is based on inputs that are unobservable and significant to the overall fair value measurement (i.e., a Level 3 measurement within the fair value hierarchy) and are reviewed periodically by management. See Note 8 “Commitments and Contingencies—Contingent Consideration Related to Business Combinations” for more information. Changes in fair value of contingent consideration were immaterial during the three and six months ended June 30, 2026 and 2025, and were primarily due to changes in foreign currency exchange rates. | | |
The change in fair value of the stock option purchase liability is as follows (in thousands): | | | | | | | | Fair value, at December 31, 2025 | $ | 322 | | | | Change in fair value | (8) | | | | Fair value, at March 31, 2026 | 314 | | | | | | | Change in fair value | (8) | | | | Fair value, at June 30, 2026 | $ | 306 | | | | | | | | | | | | | | |
The change in the fair value of this note was as follows (in thousands): | | | | | | | | | | | | | | | | | Fair value, at December 31, 2025 | $ | 477,093 | | | | | Change in fair value of related-party convertible note | 236,625 | | | | | | | | | | | | | | | | | Conversion to common stock | (35,332) | | | | | Fair value, at March 31, 2026 | 678,386 | | | | | Change in fair value of related-party convertible note | 95,964 | | | | | | | | | Fair value, at June 30, 2026 | $ | 774,350 | | | | | | | | | | | | | | | |
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| Summary of Future Contractual Obligations of Related Party Debt |
The following table summarizes the estimated future contractual obligations of our related-party debt as of June 30, 2026 (in thousands): | | | | | | | | | | | | | | | | | | | | | | | Principal Payments | | Interest Payments (1) | | Total | | | | | | | | | | | | | | | | | | | | | 2026 (excluding the six months ended June 30, 2026) | $ | — | | | | | $ | 28,372 | | | | | $ | 28,372 | | 2027 | 480,000 | | | | | 56,282 | | | | | 536,282 | | | | | | | | | | | | | Total | $ | 480,000 | | | | | $ | 84,654 | | | | | $ | 564,654 | |
_______________ | | | | | | | | | | | | | | | | (1) | Interest payments on our convertible promissory note are calculated based on Term SOFR plus the contractual spread per the loan agreement. The interest rate on our convertible promissory note as of June 30, 2026 was 11.73%. |
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