Debt |
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| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt | 11. DEBT The Company’s debt obligation consisted of the following:
As of June 30, 2026, the Company had no outstanding debt obligations. 2026 ABL Credit Facility On June 4, 2026, the Company entered into a Credit Agreement with JPMorgan Chase Bank, N.A., acting as administrative agent, for a $250.0 million senior secured asset-based revolving credit facility with a syndicate of lenders (the “2026 ABL Credit Facility”). The full amount of the 2026 ABL Credit Facility will be available for the issuance of letters of credit. Interest Rate and Fees Borrowings under the 2026 ABL Credit Facility will bear interest, at the Borrower’s option, at a rate per annum equal to either (i) the Term SOFR plus 2.00% or (ii) an alternate base rate plus 1.00%. The 2026 ABL Credit Facility will also be subject to a commitment fee of 0.25% per annum on the daily undrawn portion of the commitments, payable quarterly in arrears, and customary letter of credit fees. Covenants The 2026 Credit Agreement includes certain affirmative and negative financial covenants customary for facilities of this type, including, among others, (i) an initial minimum liquidity covenant of $85.0 million (subject to stepdowns), which will apply until the Company's fixed charge coverage ratio has exceeded 1.00 to 1.00 for three consecutive fiscal quarters, and (ii) thereafter, a springing fixed charge coverage ratio covenant of not less than 1.00 to 1.00, which will apply during periods in which excess availability is below the greater of $18,750,000 and 12.5% of the line cap. Outstanding Balances and Carrying Values At June 30, 2026, the Company has not drawn upon the facility. The Company believes it was in compliance with the financial covenants of the 2026 ABL Credit Facility described above at June 30, 2026. See Note 3 — Fair Value for further detail. 2025 Credit Agreement On December 22, 2025, the Company entered into a loan and security agreement (the “2025 Credit Agreement”), which provided for a senior secured term loan in the initial principal amount of $30.0 million (the “2025 Term Loan”) and a senior secured revolving credit facility with commitments in the aggregate amount of $30.0 million (the “2025 Revolver”). In connection with the IPO, the Company used proceeds to repay in full and terminate the 2025 Credit Agreement on June 11, 2026, which included principal payments of $30.0 million and a prepayment fee of approximately $3.0 million. As a result, the Company recognized a loss on debt extinguishments of $4.7 million for the three months ended June 30, 2026. 2024 Credit Agreement On February 27, 2024, the Company entered into a five-year term credit agreement (the “2024 Credit Agreement”) that consisted of a $75.0 million senior secured initial term loan and a $30.0 million delayed draw term loan with a maturity date of February 27, 2029. The 2024 Credit Agreement was fully repaid and terminated in 2025. As a result, the Company recognized a loss on debt extinguishments of $12.4 million during the year ended December 31, 2025. 2024 Note Purchase Agreement, A&R Note Purchase Agreement and Convertible Notes On December 27, 2024, the Company entered into a note purchase agreement (the “2024 Note Purchase Agreement”) with an affiliate investor. On April 29, 2025, the Company entered into an amended and restated note purchase agreement (the “A&R Note Purchase Agreement”) which amended and restated the 2024 Note Purchase Agreement and the notes issued thereunder, and pursuant to which the lenders agreed to purchase convertible promissory notes in an aggregate principal amount not to exceed $65.0 million (the “2025 Convertible Notes”), inclusive of the $20 million of notes issued under the 2024 Note Purchase Agreement. On May 13, 2026, the Company settled all notes through a combination of (i) contribution and exchange transactions, whereby certain noteholders contributed their notes to the Company in exchange for 12,289 newly issued common units, and (ii) a cash payoff, whereby the remaining notes were redeemed in cash at 2x the original principal amount plus accrued interest payable in kind for total cash payments of approximately $44.2 million. As a result of the settlement, the Company recognized a loss on debt extinguishments of $44.1 million for the three months ended June 30, 2026, inclusive of the cash redemption premium of approximately $20.3 million on portions of the Notes, the difference between the fair value of common units issued and the carrying value of portions of the Notes, and the write-off of remaining unamortized debt discounts and issuance costs across all Notes. Deferred Financing Costs Debt issuance costs are amortized over the terms of the respective agreements. Amortization of debt issuance costs was $45.0 thousand and $0.3 million for the three months ended June 30, 2026 and 2025, respectively. Amortization of debt issuance costs was $0.1 million and $0.4 million for the six months ended June 30, 2026 and 2025, respectively. Debt discounts are recorded as a contra-liability and netted against the notes payable balance in the unaudited condensed consolidated balance sheets and amortized over the terms of the respective agreements. Debt discount amortization was $0.6 million and $1.4 million for the three months ended June 30, 2026 and 2025, respectively. Debt discount amortization was $2.1 million and $1.8 million for the six months ended June 30, 2026 and 2025, respectively. |
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