INCOME TAXES |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Income Tax Disclosure [Abstract] | |
| INCOME TAXES | NOTE 10 — INCOME TAXES In connection with the Transactions completed on June 24, 2026 as further described in Note 1 — Organization and Business, the Board determined that, as a result of the Transactions, the Company will no longer meet the requirements to quality as a REIT under the applicable provisions of the Internal Revenue Code of 1986, as amended, and that, accordingly, it was no longer in the best interests of the Company for it to attempt to, or continue to, qualify as a REIT. The termination of the Company’s REIT election was effective January 1, 2026. The Company is a domestic corporation for U.S. federal income tax purposes and is subject to U.S. federal, state and local income taxes at the corporate level on its share of taxable income. The Company’s income tax provision includes corporate income taxes and other entity level income taxes, as well as income taxes incurred by certain subsidiaries that are consolidated in these financial statements. The Company’s effective income tax rate is dependent on many factors, including the estimated nature and amounts of income and expenses allocated to the noncontrolling interests without being subject to federal, state and local income taxes at the corporate level. For the three and six months ended June 30, 2026 and 2025, the Company recorded its interim income tax provision utilizing the estimated annual effective tax rate, adjusted for discrete items, if any, that arise during the period. For the six months ended June 30, 2026, the Company’s estimated effective tax rate was approximately 9.1%. The effective tax rate is primarily driven by the change in structure resulting from the Transactions and associated change in REIT status. Significant reconciling items between the effective rate and the U.S. federal statutory tax rate of 21.0% are primarily related to income allocable to noncontrolling interests, and the remeasurement of deferred tax balances as a result of the Transactions. The income tax effects of temporary differences give rise to significant portions of deferred tax assets and liabilities. As of June 30, 2026, the Company recorded a net deferred tax asset of $443.4 million and a deferred tax credit of $461.9 million. In connection with the Transactions completed on June 24, 2026 as further described in Note 1 — Organization and Business, deferred taxes related to the acquired assets was recorded through asset acquisition accounting in accordance with applicable provisions of ASC 740. Deferred taxes related to the Company no longer qualifying as a REIT were recorded through deferred tax expense within provision for income taxes in the condensed combined and consolidated statements of operations. A valuation allowance is recorded on our net deferred tax assets when it is more likely than not that such assets will not be realized or when timing is unknown. The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by U.S. federal, state, local and foreign tax authorities. With limited exceptions, the Company is generally no longer subject to corporate income tax audits by taxing authorities for any years prior to 2021. Although the outcome of tax audits is always uncertain, the Company does not believe the outcome of any future audit will have a material adverse effect on the Company’s unaudited condensed combined and consolidated financial statements. On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law, which contains a broad range of tax reforms that amend, eliminate, and extend various tax provisions under the expiring portions of the Tax Cuts and Jobs Act. In particular, the OBBBA contains several changes to corporate taxation including modifications to capitalization of research and development expenses, limitations on deductions for interest expense and accelerated fixed asset depreciation. The OBBBA has multiple effective dates concerning its tax provisions, with certain provisions effective in 2025 and other implemented through 2027. The Company will continue to monitor the potential future impacts of the OBBBA and will reflect any material changes in its accompanying condensed combined and consolidated financial statements.
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