Fair Value Measurement (Tables)

6 Months Ended

Jun. 30, 2026

Schedule of Assets and Liabilities that are Measured at Fair Value on a Recurring Basis

The following table presents the Company’s fair value hierarchy for its assets and liabilities measured at fair value as of June 30, 2026 and December 31, 2025 (in thousands). All share and per share amounts included below relating to transactions prior to the Reverse Stock Split are presented at pre-split amounts:


	June 30, 2026
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	—	$	—	$	—	$	—
Total assets	$	—	$	—	$	—	$	—

Liabilities:


Brookfield Loan liability	$	—	$	—	$	12,700	$	12,700
IPO Private Placement Warrants	—		—		5		5
Public Warrants	1		—		—		1
Total liabilities	$	1	$	—	$	12,705	$	12,706


	December 31, 2025
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	6,857	$	—	$	—	$	6,857
Total assets	$	6,857	$	—	$	—	$	6,857

Liabilities:
FPA Put Option liability	$	—	$	—	$	30,015	$	30,015
Brookfield Loan Liability	—		—		10,900		10,900
Fixed Maturity Consideration and current FPA Put Option liability	—		—		4,123		4,123
IPO Private Placement Warrants	—		—		10		10
Public Warrants	1		—		—		1
Total Liabilities	$	1	$	—	$	45,048	$	45,049

Schedule of Quantitative Information Regarding Level 3 Fair Value Measurement Inputs

The following table represents the inputs used in calculating the fair value of the prepaid forward contract and the Fixed Maturity Consideration as of December 31, 2024 on a pre-Reverse Stock Split basis:

December 31, 2024

Stock price

1.37

Term (in years)

Expected volatility

N/A

Risk-free interest rate

N/A

Expected dividend yield

—%

The following table represents the inputs used in calculating the fair value of the Convertible Note as of May 7, 2025:


	May 7, 2025
Stock price	$	0.24
Term (in years)	0
Expected volatility	—%
Risk-free interest rate	—%
Expected dividend yield	—%

Significant inputs for Level 3 Brookfield SAFE measurement as of February 14, 2025 are as follows:


	February 14, 2025
Initial purchase amount	$	50,000
Liquidity price	$	10.00
Stock price	$	0.75
Term (in years)	0.88
Expected volatility	60.0%
Risk-free interest rate	4.3%
Expected dividend yield	—%

Significant inputs for Level 3 Brookfield Loan measurement as of June 30, 2026 and December 31, 2025 are as follows:


	June 30, 2026		December 31, 2025
Adjusted remaining amount	$	26,491	$	25,470
Term (in years)	3.4		3.8
Discount rate	37.5%		40.0		%

The following table represents the weighted average inputs used in calculating the fair value of the IPO Private Placement Warrants outstanding as of June 30, 2026 and December 31, 2025:


	June 30, 2026		December 31, 2025
Stock price	$	6.82	$	13.76
Exercise price	$	1,150.00	$	1,150.00
Term (in years)	1.61		2.11
Expected volatility	147.5%		115.0%
Risk-free interest rate	4.08%		3.48%
Expected dividend yield	—%		—%

Schedule of Change in the Fair Value of the Derivative Warrant Liabilities, Measured using Level 3 Inputs

The following tables represent reconciliations of the fair value measurements of the assets and liabilities using significant unobservable inputs (Level 3) (in thousands):


	FPA Put Option		Fixed Maturity Consideration		Brookfield Loan		IPO Private Placement Warrants
Balance as of January 1, 2026	$	(30,015)	$	(4,123)	$	(10,900)	$	(10)






Settlement of Forward Purchase Agreement	30,015		4,123		—		—


(Loss) gain recognized in other expense, net on the consolidated statement of operations and comprehensive loss	—		—		(1,800)		5
Balance as of June 30, 2026	$	—	$	—	$	(12,700)	$	(5)


	Convertible Note		PIPE Warrants		FPA Put Option		Fixed Maturity Consideration		Brookfield SAFE		Brookfield Loan		Private Placement Warrants
Balance as of January 1, 2025	$	(51,112)	$	—	$	(30,015)	$	(4,123)	$	(13,223)	$	—	$	(1,432)
Extinguishment of the Brookfield SAFE	—		—		—		—		13,274		—		—
Issuance of PIPE Warrant	—		(24,950)		—		—		—		—		—
Issuance of the Brookfield Loan	—		—		—		—		—		(19,490)		—
Partial settlement of Brookfield Loan	—		—		—		—		—		12,500		—
Conversion of Convertible Note to preferred stock	8,132		—		—		—		—		—		—
(Loss) gain recognized in the consolidated statement of operations and comprehensive loss	42,980		(3,400)		—		—		(51)		(12,445)		1,343
Balance as of June 30, 2025	$	—	$	(28,350)	$	(30,015)	$	(4,123)	$	—	$	(19,435)	$	(89)