Fair Value Measurements |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fair Value Measurements | Fair Value Measurements The Company measures certain financial liabilities at fair value on a recurring basis, including contingent consideration and certain warrant liabilities. These liabilities are classified within Level 3 of the fair value hierarchy due to the use of significant unobservable inputs. All such liabilities were settled or converted to equity prior to June 30, 2026. Accordingly, the Company had no assets or liabilities measured at fair value on a recurring basis as of June 30, 2026. Changes in the fair value of these liabilities are recognized in the condensed consolidated statements of operations.$3.4 million Derivative Instruments The Company’s derivative instruments pertained to the acquisition-related contingent consideration in the form of special warrants (the “Special Warrants”) issued by the Company on May 29, 2024 (the "Issuance Date"). The Special Warrants automatically converted into $38.0 million of the Company’s common shares upon completion of a liquidity event (as defined in the share purchase agreement). Prior to conversion, the liability was measured at fair value on a recurring basis using the probability-weighted expected return method (“PWERM”), a Level 3 measurement. Key assumptions at December 31, 2025, included liquidity event timing of February 2026 and March 2026, weighted at 80% and 15%, discount rates of 3.66% and 3.60%, and discounts for lack of marketability of 3.7% and 5.7%. The February 2026 merger with Blackbox constituted a liquidity event. Immediately prior to conversion, the carrying value of the Special Warrant liability was adjusted from $34.6 million to the contractual conversion amount of $38.0 million, resulting in a fair value loss of $3.4 million recorded in earnings. The Special Warrants converted into 2,093,664 common shares of the Company on February 24, 2026, and the $38.0 million liability was derecognized with an offsetting credit to additional paid-in capital. As of June 30, 2026. and December 31, 2025, the fair value of the Special Warrant liability was $0 and $34.6 million, respectively. The conversion occurred during the three months ended March 31, 2026, and there was no Level 3 activity during the three months ended June 30, 2026. During the three and six months ended June 30, 2026, the Company recorded a change in fair value of the contingent consideration of $- million and $3.4 million (loss), respectively. During the three and six months ended June 30, 2025, the Company recorded a change in fair value of $2.1 million (gain) and $(1.3) million (gain), respectively. The following table sets forth a summary of changes in fair value of the Company’s Level 3 liabilities for the three and six months ended June 30, 2026 (in thousands):
The following table sets forth a summary of changes in fair value of the Company’s Level 3 liabilities for the three and six months ended June 30, 2025 (in thousands):
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