v3.26.1
Fair Value Measurements and Financial Instruments
6 Months Ended
Jun. 30, 2026
Fair Value Disclosures [Abstract]  
Fair Value Measurements and Financial Instruments Fair Value Measurements and Financial Instruments
The following tables provide the fair value measurement hierarchy of our assets and liabilities:
As of June 30, 2026Fair value measurement using
Financial instrumentsQuoted prices
in active
markets
(Level 1)
Significant
observable
inputs (Level 2)
Significant
unobservable
inputs (Level 3)
Assets
OS equity investment$— $14,952 $— 
Liabilities
$8.63 Warrants liability
$10,647 $— $— 
PIPE Warrant liability— — 1,133 
Liberty Warrants and Liberty Advisory Fee Warrant liability— — 21,757 
Total Warrant Liabilities$10,647 $— $22,890 
Sponsor Earnout liability$— $— $3,663 
Secured Convertible Notes$— $— $89,730 
As of December 31, 2025Fair value measurement using
Financial instrumentsQuoted prices
in active
markets
(Level 1)
Significant
observable
inputs (Level 2)
Significant
unobservable
inputs (Level 3)
Liabilities
$8.63 Warrants liability
$2,105 $— $— 
PIPE Warrant liability— — 186 
Liberty Warrants and Liberty Advisory Fee Warrant liability— — 3,527 
Total Warrant Liabilities$2,105 $— $3,713 
Sponsor Earnout Liability$— $— $554 
Secured Convertible Notes$— $— $56,110 
The following methods and assumptions were used to estimate the fair values at June 30, 2026:
The carrying values of cash and cash equivalents, restricted cash, accounts receivable, prepaid expenses and other current assets, accounts payable, and accrued expenses and other liabilities are considered to approximate their fair values due to the short-term nature of these items.

The volatility assumption is based on the historical volatility of the Company’s and OS’s stock prices, implied volatility of the Company’s and guideline public companies’ stock prices and the risk-free rate-of-return assumption is based on market rates. An increase in volatility and / or the risk-free rate of return would result in higher values for the Company’s stock warrants.

The fair values of the $8.63 Warrants were determined using the quoted prices in the active warrant market.
The fair values of the PIPE Warrant have been estimated using the Black-Scholes model. Significant unobservable inputs include:
Time to expiry: 0.57 years
Volatility: 127.5%
Risk-free rate of return: 4.0%

The fair values of the Liberty Warrants and Liberty Advisory Fee Warrant have been estimated using the Black-Scholes model. Significant unobservable inputs include:
Time to expiry: 0.62 years
Volatility: 127.5%
Risk-free rate of return: 4.0%
The fair value of the Sponsor Earnout has been estimated using the Monte Carlo model. Significant unobservable inputs include:
Time to expiry: 0.57 years
Volatility: 127.5%
Risk-free rate of return: 4.0%

The fair values of the Secured Convertible Notes are determined by using the “with” method. At each measurement date we valued the Secured Convertible Notes with the conversion option. The difference between the aggregate fair value of the Secured Convertible Notes and the unpaid principal balance was $71.7 million at June 30, 2026. Inputs used for the fair value measurement include:
Credit spread: 25.84% to 38.34%
Volatility: 90%
Risk-free rate of return: 4.2%
Changes in the fair value of Level 3 assets during the six months ended June 30, 2025 were as follows:

OS warrants
At December 31, 2024$322 
Remeasurement gain/(loss)(1)
236 
Foreign currency translation adjustment$91 
At June 30, 2025$649 

(1) Recognized in the Condensed Consolidated Statements of Operations and Comprehensive Loss as change in fair value of financial instruments for the three months ended June 30, 2025.

The Company's Level 3 warrants expired on December 31, 2025. Accordingly, there was no fair value activity associated with these instruments during the six months ended June 30, 2026.
Changes in the fair value of Level 3 liabilities during the six months ended June 30, 2026 and 2025 were as follows:
Liberty Warrants and Liberty Advisory Fee WarrantPIPE WarrantSponsor EarnoutSecured Convertible Notes
At December 31, 2024$8,012 $471 $1,501 $79,070 
Interest payments— — — (1,670)
Remeasurement (gain)/loss(1)
1,675 50 353 20,310 
At June 30, 2025$9,687 $521 $1,854 97,710 
At December 31, 2025$3,527 $186 $554 $56,110 
Interest payments— — — (1,490)
Partial conversion to Class A common stock— — — — — — (78,450)— 
Remeasurement (gain)/loss(1)
18,230 947 3,109 113,560 
At June 30, 2026$21,757 $1,133 $3,663 $89,730 
(1) Recognized in Change in fair value of financial instruments of the Condensed Consolidated Statements of Operations and Comprehensive Loss as change in fair value of financial instruments for the six months ended June 30, 2026 and 2025, respectively.

There were no transfers between Level 1 and Level 2 during the six months ended June 30, 2026 or 2025. On January 1, 2026, the Company changed its method of accounting for the Company’s OS investment from the equity method of accounting to the fair value through net income method. Upon this change, the Company recorded an initial gain of $5.3 million. For the three and six months ended June 30, 2026, the Company recorded subsequent unrealized gains of $7.9 million and $6.4 million due to fair value adjustments, resulting in a total gain of $11.7 million recognized within “Changes in fair value of financial instruments” in the Company’s Condensed Consolidated Statement of Operations and Comprehensive Loss for the six months ended June 30, 2026.