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| Debt Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| DEBT | DEBT Our debt arrangements consisted of the following (in thousands):
Production Reservation Fee On December 23, 2024 ,we completed the transactions contemplated under a transaction agreement with Trina Solar (Schweiz) AG (“Trina Solar,” and such agreement, the “Transaction Agreement”) for the acquisition of all legal and beneficial ownership in the shares of capital stock of Trina Solar US Holding Inc. (the “Trina Business Combination”). In connection with the Trina Business Combination, we assumed a debt obligation to Trina Solar (U.S.) (“TUS”), a related party, with a principal amount of $220.0 million (the “Production Reservation Fee”). The principal on the debt is payable in annual installments of $44.0 million that commenced on the first anniversary of the closing of the Trina Business Combination with a December 23, 2029 maturity date. On December 29, 2025, $155.0 million of the Production Reservation Fee was satisfied through a prepayment of future annual installments, leaving $65.0 million of the Production Reservation Fee remaining outstanding. Provided that the Company makes all scheduled installment payments, the debt will bear no interest. However, if the Company fails to make an installment payment, both parties shall negotiate a revised payment schedule in good faith, and any unpaid installment balance will accrue interest at a rate of 6.0% per annum. Senior Secured Credit Facility In connection with the Trina Business Combination, we assumed a $235.0 million senior secured credit agreement governing our senior secured credit facility (the “Senior Secured Credit Facility”) with a consortium of banks, with HSBC Bank USA, N.A. serving as the administrative agent (as amended, the “Credit Agreement”). The Credit Agreement is dedicated to financing the development, construction, and operation of G1_Dallas, as well as funding-related fees and expenses. The Credit Agreement matures on December 31, 2029. Borrowings under the Credit Agreement are secured by substantially all of our project-related assets associated with our G1_Dallas facility. Interest on amounts drawn accrues at our option of either (i) a base rate (as defined in the Credit Agreement) plus a margin of 3.5% or (ii) the Secured Overnight Financing Rate (“SOFR”) plus a margin of 2.5%. In connection with the Senior Secured Credit Facility, we entered into interest rate swap agreements with certain financial institutions to manage exposure to variability in interest rates associated with the variable-rate borrowings. These swap agreements effectively convert a portion of our variable-rate debt obligations to fixed interest rates over the term of the agreements. Under the terms of the swap agreements, we exchange variable-rate interest payments based on the applicable benchmark rate under the Senior Secured Credit Facility for fixed-rate interest payments with the respective counterparties. The objective of these agreements is to reduce the impact of fluctuations in market interest rates on the interest expense. The interest rate swap agreements have maturities that correspond with the underlying debt and are subject to customary terms and conditions with the counterparties. We may prepay outstanding amounts in whole or in part at any time, subject to certain customary conditions. The Credit Agreement requires us to comply with specified financial and non-financial covenants including a debt service ratio. We were in compliance with the financial and non-financial covenants in the Credit Agreement through the date of this Report. 5.25% Convertible Senior Notes due 2030 On December 16, 2025, the Company completed a public offering of $161.0 million aggregate principal amount of the Company’s 5.25% Convertible Senior Notes due 2030 (the “5.25% Convertible Notes due 2030”) at a public offering price of 100% of the principal amount thereof. The 5.25% Convertible Notes due 2030 are senior unsecured obligations of the Company and bear interest at a rate of 5.25% per annum from and including December 16, 2025, payable semi-annually in arrears on June 1 and December 1 of each year. The 5.25% Convertible Notes due 2030 will mature on December 1, 2030, unless earlier repurchased, redeemed or converted. Before September 1, 2030, holders may convert their 5.25% Convertible Notes due 2030 at their option only in certain circumstances. From and after September 1, 2030, holders may convert their 5.25% Convertible Notes due 2030 at their option until the close of business on the business day immediately preceding the maturity date. The Company will settle conversions by paying and/or delivering, as applicable, cash, shares of its common stock, or a combination of cash and shares of its common stock, at the Company’s election. The initial conversion rate is 144.3001 shares of the Company’s common stock per $1,000 principal amount of the 5.25% Convertible Notes due 2030, which is equivalent to an initial conversion price of approximately $6.93 per share of common stock. If a “make-whole fundamental change” (as defined in the indenture governing the 5.25% Convertible Notes due 2030) occurs, or if the Company calls a holder’s 5.25% Convertible Notes due 2030 for redemption, then the Company will in certain circumstances increase the conversion rate for a specified period of time for holders who convert their 5.25% Convertible Notes due 2030 in connection with that make-whole fundamental change, or who convert their 5.25% Convertible Notes due 2030 that are called for such redemption. As the Company has the option to settle in shares, these shares are considered potentially dilutive for the calculation of diluted earnings per share. The 5.25% Convertible Notes due 2030 will be redeemable in whole or in part (subject to certain limitations), at the Company’s option at any time, and from time to time, on or after December 6, 2028, and prior to the 41st scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of the Company’s common stock equals or exceeds 130% of the conversion price for the 5.25% Convertible Notes due 2030 on (1) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (2) the trading day immediately before the date the Company sends such notice. However, the Company may not redeem less than all of the outstanding 5.25% Convertible Notes due 2030 unless at least $50.0 million aggregate principal amount of 5.25% Convertible Notes due 2030 are outstanding. We recorded $2.5 million and $5.0 million in interest expense on the 5.25% Convertible Notes due 2030 for the three and six months ended June 30, 2026, respectively, which includes $2.1 million and $4.2 million of contractual interest and $0.4 million and $0.8 million of amortization of debt issuance costs for the three and six months ended June 30, 2026, respectively. The carrying amount of the 5.25% Convertible Notes due 2030 as of June 30, 2026 was $153.8 million, which includes $7.2 million unamortized debt issuance costs. The 5.25% Convertible Notes due 2030 are governed by customary terms and covenants, which we were in compliance with through the date of this Report. 4.00% Convertible Senior Notes due 2031 On April 17, 2026, the Company completed a public offering of $184.0 million aggregate principal amount of the Company’s 4.00% Convertible Senior Notes due 2031 (the “4.00% Convertible Notes due 2031”) at a public offering price of 100% of the principal amount thereof. The 4.00% Convertible Notes due 2031 are senior unsecured obligations of the Company and bear interest at a rate of 4.00% per annum from and including April 17, 2026, payable semi-annually in arrears on April 15 and October 15 of each year, beginning on October 15, 2026. The 4.00% Convertible Notes due 2031 will mature on April 15, 2031, unless earlier repurchased, redeemed or converted. Before January 15, 2031, holders may convert their 4.00% Convertible Notes due 2031 at their option only in certain circumstances. At any time from, and including, January 15, 2031, holders may convert their 4.00% Convertible Notes due 2031 at their option until the close of business on the business day immediately preceding the maturity date. The Company will settle conversions by paying and/or delivering, as applicable, cash, shares of its common stock, or a combination of cash and shares of its common stock, at the Company’s election. The initial conversion rate is 146.9724 shares of the Company’s common stock per $1,000 principal amount of the 4.00% Convertible Notes due 2031, which is equivalent to an initial conversion price of approximately $6.80 per share of common stock. If a “make-whole fundamental change” (as defined in the indenture governing the 4.00% Convertible Notes due 2031) occurs, or if the Company calls a holder’s 4.00% Convertible Notes due 2031 for redemption, then the Company will in certain circumstances increase the conversion rate for a specified period of time for holders who convert their 4.00% Convertible Notes due 2031 in connection with that make-whole fundamental change, or who convert their 4.00% Convertible Notes due 2031 that are called for such redemption. As the Company has the option to settle in shares, these shares are considered potentially dilutive for the calculation of diluted earnings per share. The 4.00% Convertible Notes due 2031 will be redeemable in whole or in part (subject to certain limitations), at the Company’s option at any time, and from time to time, on or after April 20, 2029, and prior to the 41st scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of the Company’s common stock equals or exceeds 130% of the conversion price for the 4.00% Convertible Notes due 2031 on (1) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (2) the trading day immediately before the date the Company sends such notice. However, the Company may not redeem less than all of the outstanding 4.00% Convertible Notes due 2031 unless at least $50.0 million aggregate principal amount of 4.00% Convertible Notes due 2031 are outstanding. We recorded $1.9 million in interest expense on the 4.00% Convertible Notes due 2031 for the three and six months ended June 30, 2026, respectively, which includes $1.5 million of contractual interest and $0.4 million of amortization of debt issuance costs for the three and six months ended June 30, 2026, respectively. The carrying amount of the 4.00% Convertible Notes due 2031 as of June 30, 2026 was $175.2 million, which includes $8.8 million unamortized debt issuance costs. The 4.00% Convertible Notes due 2031 are governed by customary terms and covenants, which we were in compliance with through the date of this Report. Interest Rates As of June 30, 2026, our debt borrowing rates were as follows:
Schedule of Principal Maturities of Debt The aggregate maturities of long-term debt as of June 30, 2026, were as follows (in thousands):
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