v3.26.1
Debt
 6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Debt
NOTE 10 — Debt
Debt of the Company consisted of the following (dollars in thousands):
June 30,
2026		December 31,
2025
i80 Facility$153,377 $153,377 
Single Company Term Loans56,137 61,510 
HBC Credit Facility— 31,250 
TDC Loans16,184 15,375 
Vehicle and equipment notes6,228 4,838 
Seller Notes40,668 29,840 
Other Debt13,600 10,000 
Less: Debt issuance costs(1,260)(2,842)
Less: Discounts(7,000)(11,802)
Total debt, net277,934 291,546 
Current maturities208,314 206,982 
Less: Debt issuance costs(987)(1,585)
Less: Discounts(134)(5,250)
Total Short-Term Debt and Current Portion of Long-Term Debt207,193 200,147 
Total Long-Term Debt, Net$70,742 $91,399 
i80 Facility
On May 4, 2021, Teamshares Continuity Holdings LLC, a wholly owned subsidiary of Teamshares, entered into a credit facility with i80 Group LLC, as the lender (the “i80 Facility”) and Westmount Group LLC, a wholly owned subsidiary of i80 Group LLC, as the administrative and collateral agent. The i80 Facility matures on December 5, 2026. As of June 30, 2026 and December 31, 2025, respectively, the weighted average interest rate on borrowings under the i80 Facility was 14.7% and 15.2%.
The i80 Facility requires the Company to maintain a Collateral Account and a Collection Account. As of June 30, 2026 and December 31, 2025, respectively, the Collateral Account held balances of $6.4 million and $6.4 million, and the Collection Account held balances of $3.1 million and $4.8 million.
HBC Credit Facility
Upon the Closing, the Company utilized $33.9 million of the proceeds of the SPAC Merger to extinguish the HBC Credit Facility (as defined in Note 9 of the audited consolidated financial statements of the Company for the fiscal year ended December 31, 2025 in the Proxy Statement/Prospectus). The carrying value of the HBC Credit Facility was the same as the principal balance of the facility at the time of extinguishment, and therefore the extinguishment of the HBC Credit Facility did not impact the Condensed Consolidated Statements of Operations.
As additional consideration for entering into the HBC Credit Facility, the Company agreed to pay the lender $1.0 million in cash, or an equivalent value of shares of Company Common Stock, following the closing of the SPAC Merger. The Company has the option to transfer cash or Company Common Stock, and management has not finalized its election to pay in cash or Company Common Stock. The Company is required to finalize its election and settle this obligation during August 2026. The $1.0 million liability is included in Other Current Liabilities on the Condensed Consolidated Balance Sheets.
Other Debt
During 2025, the acquisition of one Operating Subsidiary was financed with a loan to the sellers of the business (the “Former Owner Bridge Loan”). The remaining principal balance of the Former Owner Bridge Loan was $10.0 million as of June 30, 2026. Prior to the issuance of this report, the Company repaid $8.0 million of the principal balance of the Former Owner Bridge Loan, as required by the agreement. See Note 17. The remaining principal balance matures on March 31, 2027. The Former Owner Bridge Loan is included in Short-Term Debt and Current Portion of Long-Term Debt on the Condensed Consolidated Balance Sheets. The loan bears interest at 12.5% per annum, payable monthly in cash.
During the three months ended June 30, 2026, a former owner and current employee of an Operating Subsidiary that was purchased by the Company during 2025 loaned $3.0 million to the Company (the “Former Owner Loan”). The proceeds of the Former Owner Loan were used to purchase an Operating Subsidiary during the three months ended June 30, 2026. The original maturity date of the Former Owner Loan was the earlier of i) 5 days following the completion of the SPAC Merger or ii) November 1, 2026. Following the completion of the SPAC Merger, the maturity date of the Former Owner Loan was extended to July 15, 2026. The minimum interest payable under the Former Owner Loan was $0.6 million. The Former Owner Loan also provided the lender the option to settle the loan in $4.8 million of Company Common Stock. This option was not exercised by the lender.
The Company elected the fair value option to account for the Former Owner Loan. Under the fair value option, changes in the fair value of the Former Owner Loan are recognized in the Condensed Consolidated Statements of Operations. The fair value of the Former Owner Loan is classified as Level 3 in the fair value hierarchy due to the use of pricing inputs that are less observable in the marketplace combined with management judgment required for assumptions underlying the calculation of value. The Company estimated the fair value of the Former Owner Loan taking into account expected cash flow and timing of the repayment.
The fair value of the Former Owner Loan was $3.6 million as of June 30, 2026. See Note 11. The Company recognized a loss of $0.6 million in Other Non-Operating Expense (Income), Net related to the change in fair value of the Former Owner Loan during the three months ended June 30, 2026. Prior to the issuance of this report, the Company repaid the Former Owner Loan in full. See Note 17.
Future maturities of long-term debt as of June 30, 2026 are as follows (dollars in thousands):
Remainder of 2026$188,042 
202722,510 
202810,959 
202916,291 
203041,204 
2031 and thereafter7,187 
Total$286,194 
The Company was in compliance with all debt covenants as of June 30, 2026. If the Company fails to comply with any covenants, payments, or other terms of its debt agreements, and such failure constitutes an event of default, the lender would have the right to declare all borrowings outstanding, together with accrued and unpaid interest and fees, to be immediately due and payable.