v3.26.1
FAIR VALUE MEASUREMENTS
6 Months Ended
Jun. 30, 2026
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS
Fair value accounting is applied for all financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. On June 30, 2026 and December 31, 2025, the carrying amount of accounts receivable, other current assets, accounts payable, and accrued and other current liabilities approximated their estimated fair value due to their relatively short maturities.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table provides the financial instruments measured at fair value (in thousands):
June 30, 2026
Level 1Level 2Level 3Fair Value
Assets:
Cash equivalents:
Money market fund$11,306$— $— $11,306
Total financial assets$11,306 $— $— $11,306 
Liabilities:
Warrant liability$— $— $2,207 $2,207 
December 31, 2025
Level 1Level 2Level 3Fair Value
Assets:
Cash equivalents:
Money market fund
$11,109 $— $— $11,109 
Total financial assets$11,109 $— $— $11,109 
Liabilities:
Warrant liability$— $— $5,121 $5,121 
The Company’s money market funds are classified as Level 1 because they are valued using quoted market prices. Warrant liability is classified as Level 3 in the fair value hierarchy because its valuation is based on significant unobservable inputs, which incorporate the Company’s own assumptions in valuation techniques used to determine fair value; further discussion of these assumptions is set forth below. There were no transfers into or out of Level 3 of the fair value hierarchy during the periods presented.
Fair Value of Convertible Promissory Notes
The convertible notes are recorded at face value less unamortized debt issuance costs (see Note 8 Debt for additional details) on the unaudited condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025. As of June 30, 2026 and December 31, 2025, the estimated fair value of the 0.50% Green Convertible Notes due 2028 (the “2028 Convertible Notes”) was $30.7 million and $26.3 million, respectively, based on Level 2 quoted bid prices of the convertible notes in an over-the-counter market on the last trading date of the reporting period. As of June 30, 2026 and December 31, 2025, the estimated fair value of the 4.25% Green Convertible Senior Notes due 2030 (the “2030 Convertible Notes”) was $46.3 million and $42.0 million, respectively, based on Level 2 quoted bid prices of the convertible notes in an over-the-counter market on the last trading date of the reporting period.
Fair Value of 2030 Senior Secured Notes
The senior secured notes are recorded at face value less unamortized debt issuance costs (see Note 8 Debt for additional details) on the unaudited condensed consolidated balance sheets as of June 30, 2026 and December 31, 2025. The face value as of June 30, 2026 includes paid-in-kind interest of $4.6 million. As of June 30, 2026 and December 31, 2025, the estimated fair value of the 2030 Senior Secured Notes was $145.8 million and $140.6 million, respectively, based on a Level 3 Black Derman-Toy lattice model.
Private Warrant Liability
As discussed in Note 9 Warrants, under a warrant agreement dated June 30, 2025, the Company issued 439,919 warrants (the “2030 Private Placement Warrants”), each of which entitled the holder to purchase one share of common stock at an exercise price of $30.00.
Upon issuance, these warrants met the criteria for liability classification. The fair value of the 2030 Private Placement Warrants as of June 30, 2026 was determined using the Black-Scholes-Merton model. Inputs include exercise price, volatility, fair value of common stock, expected term, expected dividend rate and risk-free interest rate.
The key assumptions used for the valuation of the private warrant liability upon remeasurement were as follows:
June 30, 2026December 31, 2025
Volatility118.4 %121.6 %
Risk-free interest rate4.1 %3.7 %
Expected term (in years)4.44.9
Dividend yield— %— %
The following table presents the changes in the liability for the Company’s warrants during the six months ended June 30, 2026 (in thousands):
Warrant Liability
Beginning balance
$5,121 
Changes in estimated fair value(2,914)
Ending balance
$2,207 
Assets Measured at Fair Value on a Nonrecurring Basis
As of June 30, 2026, the Company measured certain assets held for sale at fair value on a nonrecurring basis. These assets, consisting of three battery energy storage system projects, were classified as held for sale and measured at the lower of carrying value or fair value less cost to sell. An impairment loss of $3.3 million was recognized during the three months ended March 31, 2026. During the three months ended June 30, 2026, the Company recognized a $0.4 million gain on the assets that no longer met held for sale criteria and a $0.1 million remeasurement adjustment to the impairment of assets held for sale. As of June 30, 2026, the carrying value of the assets is $1.2 million. See Note 7 Energy Storage Systems, Net for additional details.
The following table provides the assets measured at fair value on a nonrecurring basis (in thousands):
June 30, 2026
Level 1Level 2Level 3Fair Value
Assets:
Assets held for sale$— $— $1,229 $1,229 
The fair value measurement for these assets is classified as Level 3 in the fair value hierarchy, as it is based on estimated sales price of the assets.
The Company also periodically measures goodwill at fair value on a nonrecurring basis. We calculate the fair value used in our annual goodwill impairment analysis utilizing a discounted cash flow model and determined that the inputs used are level 3 inputs.