Subsequent Events |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | 15. Subsequent Events
Indemnification Payment
On July 21, 2026, the Company made a payment to Illumina in satisfaction of the indemnification obligation related to the Palamedrix matter that was accrued as of June 30, 2026, which is now settled. See Note 6, Commitments and Contingencies.
Termination of Earnout and Royalty and License Agreements
On July 24, 2026, the Company entered into a Termination, Waiver and Release Agreement with Illumina, pursuant to which the Company received a payment of approximately $30.0 million in cash from Illumina in exchange for waiving its right to the 2026 earnout under the Stock Purchase Agreement dated June 22, 2025, and terminating the related royalty and license agreements entered into at the closing of the sale of the SomaScan Business. See Note 3, Discontinued Operations. The Company expects to recognize a gain of approximately $30.0 million during the third quarter of 2026.
Sale of Mass Cytometry Business
On July 28, 2026, the Company entered into a Share and Asset Purchase Agreement with Multiplex Bio Inc. ("Multiplex Bio"), pursuant to which Multiplex Bio will acquire the Company's mass cytometry business. Total consideration is up to $10.0 million, consisting of $5.0 million payable at closing through the issuance of a promissory note bearing interest at 6% per annum and maturing on the fifth anniversary of the closing, and up to an additional $5.0 million payable if Multiplex Bio consummates a qualifying sale transaction above a specified threshold within ten years of the closing. The Company will not receive cash consideration at closing. If Multiplex Bio is unable to obtain a working capital loan facility prior to closing, the Company is required to provide Multiplex Bio a working capital loan at closing of up to $10.0 million.
Consummation of the transaction is subject to customary closing conditions, including approval by the Company's stockholders and consummation of the Merger described in Note 2, Merger Agreement. The transaction did not meet the criteria to be classified as held for sale as of June 30, 2026. The Company may recognize a loss on the sale upon closing; an estimate of such loss, if any, cannot currently be made, as it will depend on the carrying value of the net assets transferred at closing, the fair value of the consideration received, and transaction costs. |